Managing Member Membership Interest definition

Managing Member Membership Interest means all right, title and interest of the member (as defined in the limited liability company agreement of a Managing Member) in the related Managing Member, including, without limitation, (i) the right to manage the business and affairs of such Managing Member, to vote on, consent to or approve matters requiring the vote, consent or approval of the members of such Managing Member and the right to dissolve such Managing Member, (ii) the right to distributions from such Managing Member and the right to allocations of profits or losses, the “limited liability company interest” (as defined in Section 18-101(10) of the Delaware Limited Liability Company Act), and (iii) status as a “member” (as defined in Section 18-101(13) of the Delaware Limited Liability Company Act) of such Managing Member.
Managing Member Membership Interest means, with respect to any Managing Member, all membership, economic, voting or other equity interests in such Managing Member.
Managing Member Membership Interest means a Membership Interest held by the Managing Member. A Managing Member Membership Interest may be expressed as a number of Company Units.

Examples of Managing Member Membership Interest in a sentence

  • Without the consent of the holders of a majority of Company Units, except as specifically provided in this Agreement, the Managing Member may not transfer any of its Managing Member Membership Interest (other than any transfer to an Affiliate of the Managing Member or a Permitted Transferee) or withdraw as Managing Member (other than pursuant to a permitted transfer), other than in connection with a transaction described in Section 11.2(b).

  • The Issuer has taken all action required on its part for control (as defined in Section 8-106 of the UCC) to have been obtained by the Indenture Trustee on behalf of the Noteholders over each Managing Member Membership Interest with respect to which such control may be obtained pursuant to the UCC.

  • If the Managing Member transfers all of its Managing Member Membership Interest (other than any transfer to an Affiliate of the Managing Member), the Preferred Member’s right to cause the Company to redeem its Preferred Units as contemplated by Section 15.5 shall be accelerated and become effective as of the date of such transfer.

  • Each Managing Member Membership Interest constitutes “investment property” within the meaning of the UCC.

  • Company Units held by the Managing Member shall be deemed to be the Managing Member Membership Interest.

  • A successor to all or part of the Managing Member Membership Interest pursuant to Section 11.2 hereof who is proposed to be admitted as a successor Managing Member shall be admitted to the Company as a Managing Member, effective upon such transfer.

  • Notwithstanding any permitted transfer of its Managing Member Membership Interest or withdrawal as Managing Member hereunder (other than in connection with a transaction described in Section 11.2(b)), the Managing Member shall remain subject to Section 7.7 of this Agreement unless such transferee Managing Member provides substantially similar rights to the Nonmanaging Members and the Nonmanaging Members expressly approve such rights in writing.

Related to Managing Member Membership Interest

  • Membership Interest means a Member’s entire interest in the Company including such Member’s right to receive allocations and distributions pursuant to this Agreement and the right to participate in the management of the business and affairs of the Company in accordance with this Agreement, including the right to vote on, consent to, or otherwise participate in any decision or action of or by the Members granted pursuant to this Agreement.

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.

  • Limited Partnership Interest means the ownership interest of a Limited Partner in the Partnership at any particular time, including the right of such Limited Partner to any and all benefits to which such Limited Partner may be entitled as provided in this Agreement and in the Act, together with the obligations of such Limited Partner to comply with all the provisions of this Agreement and of such Act.

  • Member Interest means an equity interest of a Member in the Company and includes any and all benefits to which such Member is entitled as provided in this Agreement, together with all obligations of such Member pursuant to the terms and provisions of this Agreement.

  • Membership Interests has the meaning set forth in the recitals.

  • Partnership Interest means an ownership interest in the Partnership held by either a Limited Partner or the General Partner and includes any and all benefits to which the holder of such a Partnership Interest may be entitled as provided in this Agreement, together with all obligations of such Person to comply with the terms and provisions of this Agreement.

  • 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.

  • Founding Member means any individual who is either:

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • Managing Member means CEF Equipment Holding, L.L.C., a Delaware limited liability company or any successor Managing Member under the Issuer Limited Liability Company Agreement.

  • Preferred Member means a Member holding Preferred Units.

  • Class A Member means a Member holding one or more Class A Ordinary Shares.

  • General Partner Interest means a Partnership Interest held by the General Partner, in its capacity as general partner. A General Partner Interest may be expressed as a number of Partnership Units.

  • Economic Interest means a Person’s right to share in the income, gains, losses, deductions, credits, or similar items of the Company, and to receive Distributions from the Company, but excluding any other rights of a Member, including the right to vote or to participate in management, or, except as may be provided in the Act, any right to information concerning the business and affairs of the Company.

  • Economic Interest Owner means the owner of an Economic Interest who is not a Member.

  • Limited Partner Interest means a Partnership Interest of a Limited Partner in the Partnership representing a fractional part of the Partnership Interests of all Limited Partners and includes any and all benefits to which the holder of such a Partnership Interest may be entitled as provided in this Agreement, together with all obligations of such Person to comply with the terms and provisions of this Agreement. A Limited Partner Interest may be expressed as a number of Partnership Common Units, Partnership Preferred Units or other Partnership Units.

  • Membership Units means the units into which the ownership interests of the Members in the Company are divided, including such Member’s Economic Interest and the right of such Member to any and all benefits to which such Member may be entitled as provided in this Agreement or under the Act, together with the obligation of such Member to comply with all of the provisions of this Agreement and of the Act.

  • Limited Partner means any Person named as a Limited Partner on Exhibit A attached hereto, and any Person who becomes a Substitute Limited Partner, in such Person’s capacity as a Limited Partner in the Partnership.

  • Redeeming Member has the meaning set forth in Section 11.01(a).

  • Founder Member means a subscriber to these rules for the purposes of registration;

  • Membership Unit means a Membership Common Unit, a Company Preferred Unit, a Company Junior Unit or any other fractional share of the Membership Interests that the Managing Member has authorized pursuant to Section 4.1 or Section 4.2 hereof.

  • Class B Members means any Persons to whom Class B Membership Units are issued, and any assignee or transferee of such Persons permitted under the terms of this Agreement, and any other Person admitted to the Company in the future as a Class B Member pursuant to the terms hereof. The names of the Class B Members, and the Percentage Interests allocated to each such Class B Member, shall be reflected in the books and records of the Company.

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

  • Pledged Partnership Interests means all interests in any general partnership, limited partnership, limited liability partnership or other partnership including, without limitation, all partnership interests listed on Schedule 4.4(A) under the heading “Pledged Partnership Interests” (as such schedule may be amended or supplemented from time to time) and the certificates, if any, representing such partnership interests and any interest of such Grantor on the books and records of such partnership or on the books and records of any securities intermediary pertaining to such interest and all dividends, distributions, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such partnership interests.

  • Disposing Member is defined in Section 4.1.

  • General Partner Units has the meaning assigned to such term in the Partnership Agreement.