Majority in Interest of the remaining Members definition

Majority in Interest of the remaining Members means those Members holding a majority of the outstanding Units, excluding the Member in question and that Member’s Units. In this regard, Unit(s) or any portion thereof that are the subject of an effective Transfer to an Assignee not a Substitute Member shall not be considered outstanding Units.
Majority in Interest of the remaining Members means and refer to any Remaining Member (or group of Remaining Members) whose Sharing Ratio(s) exceed(s) fifty percent (50%) of the Sharing Ratios of all Remaining Members, individually or in the aggregate.
Majority in Interest of the remaining Members means Members (other than the Dissociating Member) holding a majority of the Capital Interests (determined, however, by disregarding the Capital Interest of the Dissociating Member) and a majority of the profits allocated (determined, however, by disregarding the profits allocable to the Dissociating Member) based on any reasonable estimate of profits from the date of the dissociation of the Dissociating Member to the termination of the Company, taking into account present and future allocations of profits under this Operating Agreement as in effect at that time.

Examples of Majority in Interest of the remaining Members in a sentence

  • If the remaining Member (or, if there is, at such time, more than one remaining Member, then a Majority in Interest of the remaining Members) agrees to admit the Disabled Member's Successor to the Company as a substitute member, but the Disabled Member's Successor refuses to be so admitted, then the Disabled Member shall be deemed to have withdrawn from the Company, and the provisions of Section 5.3 shall apply.

  • Upon an Event of Withdrawal of a Member or upon the occurrence of any other event which terminates the continued membership of a Member in the Company, if within ninety (90) days after such event a Majority in Interest of the remaining Members and a vote of the Managers agree to dissolve the Company, the Company shall be dissolved.

  • Upon the dissolution of the Company, TSMC (or if TSMC is no longer a Member, a liquidating trustee appointed by a Majority in Interest of the remaining Members) shall wind up the affairs of the Company (such Person or Persons herein collectively called the "LIQUIDATING PERSON").

  • The Effective Date of this Agreement is February 28, 2006, and the term of the Company shall be perpetual, unless earlier dissolved and terminated (and not reconstituted by at least a Majority in Interest of the remaining Members, as provided for in this Agreement) pursuant to the Act or any provision of this Agreement.

  • Unless the continuation of the Company's business is approved by the affirmative vote or consent of a Majority in Interest of the remaining Members within ninety (90) days of an event of withdrawal, the Company shall immediately dissolve.

  • Should at least a Majority in Interest of the remaining Members not elect to appoint a Substituted Managing Member and continue the Company, then the Company's business shall be wound up and the Company shall be liquidated pursuant to the provisions of Article IX.

  • If any Member withdraws from the Company with the consent of a Majority in Interest of the remaining Members (other than pursuant to Paragraph 7.7), then such Member automatically shall receive from the Company a payment equal to the Member's Capital Account balance as adjusted as of the effective date of the written election of withdrawal (the "Termination Payment").

  • In one case, parents of a kindergarten girl with diabetes fought the neighborhood school on its inability to provide a full-time nurse during the school day.

  • If there are no remaining Managing Members, a Majority in Interest of the remaining Members may elect successor Managing Members (who are Members) who shall be vested with all powers, rights, responsibilities and duties as set forth herein, as amended from time to time in writing, with respect to the initial Managing Members.

  • Upon the occurrence of an Event of Withdrawal of the last remaining Managing Member, a Majority in Interest of the remaining Members within ninety (90) days after the occurrence of such Event of Withdrawal, may elect to continue the Company and designate a new Managing Member(s) ("Substituted Managing Member") who consents to and accepts such designation as of the date of such event.


More Definitions of Majority in Interest of the remaining Members

Majority in Interest of the remaining Members means Members other than SSCI owning a majority of the outstanding Units held by such Members.
Majority in Interest of the remaining Members means, as of the date of the bankruptcy, withdrawal, or resignation of the Manager, the Members holding a majority of the Capital Interests.
Majority in Interest of the remaining Members means Members other than RCL owning a majority of the outstanding Units held by such Members.

Related to Majority in Interest of the remaining Members

  • Majority in Interest of the Partners means Partners holding in the aggregate Percentage Interests that are greater than fifty percent (50%) of the aggregate Percentage Interests of all Partners entitled to Consent to or withhold Consent from a proposed action.

  • Majority in Interest of the Members means Members whose Percentage Interests aggregate to greater than fifty percent of the Percentage Interests of all Members.

  • Majority in Interest As to any Class of Regular Certificates, the Holders of Certificates of such Class evidencing, in the aggregate, at least 51% of the Percentage Interests evidenced by all Certificates of such Class.

  • Majority in Interest of the Limited Partners means Limited Partners holding in the aggregate Percentage Interests that are greater than fifty percent (50%) of the aggregate Percentage Interests of all Limited Partners.

  • Remaining Members has the meaning set forth in Section 11.2.

  • Majority Members means Members holding a majority of the Units owned by all Members or if there is only one Member, such Member.

  • Majority in Interest of Noteholders means, as of a particular date of determination and subject to Section 2.16 of the Indenture, the holders of at least a majority in aggregate unpaid principal amount of all Equipment Notes outstanding as of such date (excluding any Equipment Notes held by the Company or any Affiliate thereof, it being understood that a Pass Through Trustee shall be considered an Affiliate of the Company as long as more than 50% in the aggregate face amount of Pass Through Certificates issued by the corresponding Pass Through Trust are held by the Company or an Affiliate of the Company or a Pass Through Trustee is otherwise under the control of the Company or such Affiliate of the Company (unless all Equipment Notes then outstanding are held by the Company or any Affiliate thereof, including the Pass Through Trustees which are considered Affiliates of the Company pursuant hereto)); provided that for the purposes of directing any action or casting any vote or giving any consent, waiver or instruction hereunder, any Noteholder of an Equipment Note or Equipment Notes may allocate, in such Noteholder’s sole discretion, any fractional portion of the principal amount of such Equipment Note or Equipment Notes in favor of or in opposition to any such action, vote, consent, waiver or instruction.

  • Founding Members means the collective reference to American Multi-Cinema, Inc., a Missouri corporation, Cinemark Media, Inc., a Delaware corporation, and Regal CineMedia Holdings, LLC, a Delaware limited liability company.

  • Majority in Interest of Note Holders means as of a particular date of determination, the holders of a majority in aggregate unpaid Original Amount of all Equipment Notes outstanding as of such date (excluding any Equipment Notes held by Owner or any of its Affiliates (unless all Equipment Notes then outstanding shall be held by Owner or any Affiliate of Owner); provided that for the purposes of directing any action or casting any vote or giving any consent, waiver or instruction hereunder, any Note Holder of an Equipment Note or Equipment Notes may allocate, in such Note Holder’s sole discretion, any fractional portion of the principal amount of such Equipment Note or Equipment Notes in favor of or in opposition to any such action, vote, consent, waiver or instruction.

  • Majority Vote means a vote made by more than half of the Members who are present at a Meeting and who are entitled to vote and voting at that Meeting upon a resolution put to that Meeting.

  • Super Majority Vote means, the affirmative vote of the holders of Outstanding Interests of all Series representing at least two thirds of the total votes that may be cast by all such Outstanding Interests, voting together as a single class.

  • Unit Majority means (i) during the Subordination Period, at least a majority of the Outstanding Common Units (excluding Common Units owned by the General Partner and its Affiliates), voting as a class, and at least a majority of the Outstanding Subordinated Units, voting as a class, and (ii) after the end of the Subordination Period, at least a majority of the Outstanding Common Units.

  • Class A Members means those Members who have purchased Class A Interests.

  • Founding Member means any individual who is either:

  • Majority Interest means Notes, Trust Certificates or Securities, as the case may be, evidencing a majority of the Outstanding Amount of the related Notes, Trust Certificates or Securities, except that, except as otherwise provided in the Basic Documents, Securities owned by the Issuing Entity, the Depositor, the Servicer (so long as NMAC or an Affiliate is the Servicer) or any of their respective Affiliates will not be included in such determination for the purpose of making requests, demands, authorizations, directions, notices, consents or other action under the Basic Documents.

  • Voting Members has the meaning set forth in Section 4.07(b).

  • Initiating Member shall have the meaning provided in Section 15.2(a).

  • Super Majority has the meaning set forth in paragraph 5(b) of Annex I.

  • Majority Investors means, as of any date, the holders of a majority of the Investor Shares outstanding on such date.

  • Supermajority Vote means the affirmative vote of at least two-thirds of all of the members of the Operating Committee or any Subcommittee, as applicable, authorized to cast a vote with respect to a matter presented for a vote (whether or not such a member is present at any meeting at which a vote is taken) by the Operating Committee or any Subcommittee, as applicable (excluding, for the avoidance of doubt, any member of the Operating Committee or any Subcommittee, as applicable, that is recused or subject to a vote to recuse from such matter pursuant to Section 4.3(d)); provided that if two-thirds of all of such members authorized to cast a vote is not a whole number then that number shall be rounded up to the nearest whole number.

  • majority of the outstanding shares means the lesser of (a) sixty-seven percent (67%) or more of the shares present at a meeting if more than fifty percent (50%) of these shares are present or represented by proxy, or (b) more than fifty percent (50%) of the outstanding shares.

  • Required Majority means a required majority, as defined in Section 57(o) of the Act.8

  • Voting Member means a Member holding one or more Voting Shares.

  • special majority means the majority of votes described in §11.2 which is required to pass a special resolution.

  • Investor Majority means [the holders of at least [ ] per cent of Series A Shares from time to time] [Note: amend as appropriate];

  • Defaulting Member the meaning set forth in Section 3.2(a).