Examples of Notified Member in a sentence
In addition, in the event the Notifying Member fails to deliver the transfer documents and assignments reasonably requested by any Notified Member to effect the purchase pursuant to this Section 9.5(b), such Notified Member may deliver the consideration to be paid to the Notifying Member pursuant to this Section 9.5(b) to the Notifying Member and upon such delivery, execute and deliver, as the attorney in fact for the Notifying Member, such required assignments.
Each Notified Member shall exercise such right by delivering written notice of acceptance to the Notifying Member within such 30-day period.
If any Notified Member does not deliver an acceptance notice within such 30-day period, the right of such Notified Member to purchase such Units pursuant to the Termination Notice shall terminate and the Notifying Member shall have the right to cause such dissolution of the Company to take place in accordance with the provisions of Article VIII hereof or to submit a Sale Proposal to the Executive Committee.
If the Selling Member does not complete a Transfer of the Offered Interest in accordance with the terms described above within the foregoing ninety (90) day period, the right of the Selling Member to Transfer to a third-party purchaser shall terminate and the Selling Member shall again afford the Notified Member the purchase rights in this Section 8.7 with respect to any offer to Transfer or otherwise dispose of all or any portion of the Offered Interest or any other Interest held by the Selling Member.
In the event both the Consenting Member and the NonConsenting Member attempt to exercise their buy/sell rights under this Section 8.8, the operative Buy/Sell Notice shall be the first notice received by a Notified Member.
If the Notified Member timely elects to purchase the Offered Interest, the parties will close the sale of the Offered Interest for the Offered Price and on the Offered Terms on the later of (i) 30 Business Days after the Selling Member receives Acceptance Notice, or (ii) 10 Business Days after the receipt of all required consents and approvals, if any, with respect to such Transfer from all Governmental Authorities.
The Notified Member shall have an option, continuing for a period of ninety (90) days beginning with the day following receipt of the Buy/Sell Notice to elect: (i) to acquire all, but not less than all, of the Specified Shares at the Selling Price and on the terms set forth in the Buy/Sell Notice, or (ii) to sell all, but not less than all, of the Shares then held by such Notified Member to the Notifying Member at the Selling Price and on the terms set forth in the Buy/Sell Notice.
The Notified Member must select one of the two foregoing options within such ninety day period and shall notify the Notifying Member of the option it has selected prior to the expiration of such ninety day period.
Within two business days after entering into a binding agreement to sell all or any part of its interest in the Company (other than sales or other dispositions to Affiliates of such Member), the Soliciting Member shall deliver a copy of such binding agreement to the Notified Member and if MCNIC is the Soliciting Member, such binding agreement shall indicate whether the purchaser intends to retain Crown as the Operator.
If the payment for the Soliciting Member's interest includes consideration other than cash, the Soliciting Member, the Notified Member and the purchaser shall agree upon the cash value of the sale and all consideration paid from the purchaser to the Notified Member for the Notified Member's interest shall be in cash.