Offered Membership Interest definition

Offered Membership Interest has the meaning set forth in Section 9.3.
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Offered Membership Interest is defined in Section 19.1.2.2.
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Offered Membership Interest has the meaning set forth in the Recitals of this Agreement.
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Examples of Offered Membership Interest in a sentence

  • Any third party purchasing such Offered Membership Interest must agree in writing to be bound by all of the terms and conditions of this Agreement.

  • If the Offeror receives a bona fide offer to purchase the Offered Membership Interest from a proposed purchaser, the Offer shall also include the name and address of the proposed purchaser of the Offered Membership Interest.

  • If the Member Offeree elects not to purchase the Offered Membership Interest prior to the termination of the forty-five (45) day period, such Member Offeree shall be deemed to have waived its right to purchase the Offered Membership Interest under this Section 9.3 (but not under any other section of this Agreement).

  • If such sale is not consummated within such sixty (60) calendar day period, the Offeror shall then be required to offer the Offered Membership Interest to the Beneficiary pursuant to the Right of First Refusal before making such sale to any Person.

  • For a period of thirty (30) calendar days after the receipt by the Beneficiary of the Offer, the Beneficiary shall have the right, at its option, to purchase all, but not less than all, of the Offered Membership Interest.

  • The closing of any purchase by the Member Offerees of any of the Offered Membership Interest as provided in this Section 9.3 will take place at the offices of the Company on such date as designated by the Member Offerees occurring within fifteen (15) days after the expiration of the Subsequent Transfer Offer Period, or if there be none, the Transfer Offer Period.

  • At such closing, the Member Offerees will be entitled to receive customary representations and warranties from the Selling Member regarding ownership and title of the Offered Membership Interest and the Company will evidence such Transfer on the books of the Company.

  • If the Selling Member and the Member Offerees agree on a Negotiated Purchase Price, then the Member Offerees shall purchase the Offered Membership Interest at the Negotiated Purchase Price.

  • The Offeror shall first furnish to the Beneficiary a document setting forth the proposed price for the applicable Membership Interest and other material terms and conditions of the proposed Transfer or sale, together with an irrevocable offer to sell to the Beneficiary all and not less than all of the Offered Membership Interest on such price, terms and conditions (the “Offer”).

  • Seller is the sole record and beneficial owner of the Offered Membership Interest free and clear of all Encumbrances.


More Definitions of Offered Membership Interest

Offered Membership Interest. 8.4(a) "Offering Member" 8.4(a) "Option Exercise Notice" 8.8(a) "Outstanding Balance" 8.7(d) "Preferred Distribution" 7.1(b) "Receiving Party" 10.1
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Offered Membership Interest to a third party which is not an Affiliate or Subsidiary of such Member (“Transferring Member”), then the Transferring Member shall deliver written notice (“Sale Notice”) to (i) the ECP Members in the event the Transferring Member is ADA-ES or a direct or indirect Transferee thereof or (ii) ADA-ES in the event the Transferring Member is an ECP Member or a direct or indirect Transferee thereof (the “Non-Transferring Members”).
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Offered Membership Interest shall have the meaning set forth in Section 11.4 hereof.
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Offered Membership Interest means fifty percent (50%) of the Membership Interest. "Off-Site Liability" means Environmental Liability resulting from the presence of a Hazardous Substance generated by a Gxxxxxxxx Business Entity at an Off- Site Location.
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Offered Membership Interest shall have the meaning given to such term in Section 4.1(e).
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Offered Membership Interest has the meaning specified in Section 6.3(a).
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Related to Offered 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.

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

  • Membership Units means the limited liability company interests in the Company held by the Members, expressed as a number of units held by each Member and set forth opposite such Member's name on Schedule I attached hereto, as amended, modified or supplemented from time to time.

  • 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.

  • Partnership Interest means an interest in the Partnership, which shall include the General Partner Interest and Limited Partner Interests.

  • Offered Interests has the meaning set forth in Section 8.5(a).

  • Offered Interest has the meaning set forth in Section 11.2.1.

  • 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.

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

  • 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.

  • 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.

  • Selling Member has the meaning set forth in Section 10.5(a).

  • Transferring Member has the meaning set forth in Section 11.3(a).

  • Offered Units has the meaning set forth in Section 11.2(a).

  • Proposed Transferee has the meaning set forth in Section 2.4(a).

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

  • Applicable Ownership Interest means, with respect to the Treasury portfolio,

  • 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.

  • LLC Interest means a membership interest or similar interest in a limited liability company.

  • Controlling ownership interest means ownership of or entitlement to more than twenty-five percent of shares or capital or profits of the company;

  • 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.

  • Transfer Shares has the meaning ascribed to such term in Section 6.2(a)

  • Offered Shares has the meaning set forth in Section 3.02(a).

  • Beneficial Ownership Interest means the right to receive payments and notices with respect to the Bonds held in a Book Entry System.

  • Deemed Partnership Interest Value means, as of any date with respect to any class of Partnership Interests, the Deemed Value of the Partnership Interests of such class multiplied by the applicable Partner's Percentage Interest of such class.

  • Purchasing Member has the meaning set forth in Section 9.2(c).