Purchaser Member definition
Examples of Purchaser Member in a sentence
Members acquiring their Units under this initial Offering shall be entitled to that portion of fifty percent (50%) of the Company’s Distributable Cash equal to said Unit Purchaser’s respective Interests relative to the Interests of all other Unit Purchaser Member Interests.
The Initiating Member shall notify the Emdeon Members or the Purchaser Member, as the case may be, in advance of submitting a Drag-Along Notice in order to determine the Emdeon Valuation Floor or Purchaser Valuation Floor, respectively, for purposes of satisfaction of the conditions in (i)(A)(y) and (ii)(A)(y).
Notwithstanding anything in the foregoing sentence to the contrary, no Member other than the Purchaser Member or its Affiliates shall be entitled to share in the GA Closing Fee, and such fee shall not be deemed a distribution to the Purchaser for any purpose under this Agreement.
Emdeon shall update Exhibit D from time to time to reflect the then-current list of Persons deemed to directly or indirectly compete under such clauses, and the Purchaser Member Parties may rely on such updated list for purposes of this Agreement.
The Members agree and acknowledge that (a) the Purchaser Member and/or its Affiliates will rely on, and compile the books and records of the Company from, reports produced by the Servicers, (b) such books and records shall not be maintained in accordance with GAAP and (c) the Purchaser Member will engage a third party to prepare the tax returns for the Company in accordance with Section 8.4.
At any meeting of the Board, a majority of the members of the Board including at least one member of the Board appointed by the Purchaser Member and at least one member of the Board appointed by the Seller Member, whether present in person or by phone, shall constitute a quorum for the transaction of any business which may be taken at such a meeting.
Following receipt of such notification, the Emdeon Members or the Purchaser Member shall determine such amount within ten (10) days and submit it to the Initiating Member in writing reasonably setting out the calculation and any relevant assumptions.
If an A (Purchaser) Member or an AB (Supplier and Purchaser) Member has reasonable grounds to believe that a Member Supplier or anyone acting on its behalf has posted inaccurate, erroneous or misleading Data, has supplied insufficient Data or has removed Historical Data without justification (or notice in the case of clause 3.31 above), it shall try to resolve the matter with the Member Supplier.
Office of Nuclear Reactor Regulation (NRR), NUREG-1437, Generic Environmental Impact Statement for License Renewal of Nuclear Plants, Supp.
If neither the Emdeon Parties nor the Purchaser Member Parties are entitled to participate in the designation of Independent Directors, then the three (3) Independent Directors may be designated by any Member beneficially owning at least 25% of the outstanding Units, and, if there are more than one such Member, by the agreement of all such Members.