Exiting Member definition

Exiting Member means, in the case of the exercise of the Euroseas Redemption Right, Euroseas, and, in the case of the exercise of a Conversion Right, the Member who exercised such Conversion Right.

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Exiting Member shall have the meaning set forth in Section 5.2(a).

Exiting Member has the meaning set out in Clause 5.1. FDR LIMITED, LLC means a company incorporated and registered in the State of Delaware, United States, under No 22692-35 and registered in Ireland as a branch of an overseas company with registered address at ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇ ▇ with Company Number 909114 (formerly FDR Limited). References to FDR LIMITED, LLC in these BCRs shall mean the Irish branch in respect of enforcing the BCRs in the EEA and accepting liability for any breaches of the BCRs by any Member not established in the EEA. Fiserv Group means the Parent Company and each Affiliate. GDPR means Regulation (EU) 2016/679 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data. Member has the meaning set out in Clause 2.2.

Examples of Exiting Member in a sentence

In the event that the Parties have complied with this Section 5.2(c) but any required regulatory approvals are not obtained within such *** period, the ROFR Termination Date may be extended by either the Exiting Member or GWI until such approvals are received or denied by a Final Order, but in no event for a period of more than an additional ***.
Except as set forth above, the Exiting Member shall not make any representations or warranties of any kind or nature, express, implied or otherwise, in connection with such sale.
An Exiting Member may trigger this Section 11.4 by providing each other Member and the Company with written notice that it wishes to sell all of its Units (or, in lieu of AcquisitionCo’s Units at AcquisitionCo’s sole and absolute discretion if AcquisitionCo is the Exiting Member, all of the equity of AcquisitionCo Parent) (the “Exiting Equity”).
Such assignment shall represent and warrant that the Exiting Member is the owner of such Membership Interest free and clear of any liens, encumbrances, claims and rights, and that it has the free and unrestricted right and power to sell and assign such interest to the Acquiring Member or its assignee; provided, however, the foregoing shall not constitute a representation or warranty that such assignment is permitted by the Loan Documents.
Effective as of the date of this Amendment, New Member is hereby admitted as a Member of the Company in substitution of, and with all of the rights and, subject to Section 7.3 of the LLC Agreement, obligations of, Exiting Member pursuant to the Agreement.
If the Transfer of any Membership Interests that is subject to this Section 10.5(a) would be effectuated in a transaction in which such Membership Interests are not the sole asset being Transferred (or deemed to be transferred), the Exiting Member shall identify in writing to the Non-Exiting Members that portion of the consideration that is attributable to the Membership Interests included in such Transfer.
The Acquiring Member shall have the right to assign its rights to acquire the Membership Interest of the Exiting Member to a third party, which may or may not be an Affiliate of the Acquiring Member.
Additionally, in no event shall the Exiting Member be responsible for any liabilities or indemnities in connection with any ROFR Sale in excess of the proceeds received by such Exiting Member in the ROFR Sale, except with respect to fraud by such Exiting Member.
An Exiting Member may trigger this Section 11.4 by providing each other Series A1 Preferred Member and the Company with written notice that it wishes to sell all of its Units (or, in lieu of AcquisitionCo’s Units at AcquisitionCo’s sole and absolute discretion if AcquisitionCo is the Exiting Member, all of the equity of AcquisitionCo Parent) (the “Exiting Equity”).
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More Definitions of Exiting Member

Exiting Member has the meaning ascribed to it in Section 11.4 above.

Exiting Member has the meaning set forth in Section 3.8(c).

Exiting Member. As defined in Section 12.04.

Exiting Member means Class B Member that chooses to exit Company in the event other Class B Members or Member expresses the desire not sell Property.

Exiting Member shall have the meaning set forth in Section 10.5(a).