Examples of Offeree Member in a sentence
If the offer to purchase Offered Units is accepted by the Company or any Offeree Member under Sections 6.02(b) or Section 6.02(c), the Company, on behalf of itself and all purchasing Offeree Members, will provide the Selling Member with written notice of such acceptance (the “Notice of Acceptance”) within thirty (30) days after the Sale Notice is received by the Company specifying the number of Offered Units that the Company and each Offeree Member is purchasing (collectively, the “Exercised Units”).
For the purposes of this Agreement, “ROFR Share” means the percentage of Remaining Offered Units being offered to an Offeree Member that the Offeree Member is entitled to purchase, and is determined by dividing the aggregate number of Units held by such Offeree Member by the aggregate number of Units held by all of the Offeree Members.
The closing of any purchase of the Exercised Units by the Company or any Offeree Member under Sections 6.02(b) or Section 6.02(c), will take place at the principal offices of the Company, or any other location as the parties may agree, no later than the fifth (5th) day after the Notice of Acceptance is provided to the Selling Member.
After delivery of the Offer, the Offeree Member must either (a) sell all (but not less than all) of the Membership Interests owned by him to the Offering Member at the price and under the terms and conditions specified in the Offer, or (b) purchase all (but not less than all) of the Membership Interests owned by the Offering Member at the price and under the terms and conditions specified in the Offer.
Any Remaining Offered Units remaining will then be allocated among the remaining Offeree Members whose specified Excess Amount has not been satisfied (with rounding to avoid fractional shares) in proportion to each Offeree Member’s respective ROFR Share, and such procedure will be employed until the entire Excess Amount of each Offeree Member has been satisfied or all Remaining Offered Units have been allocated.