Putting Member definition

Putting Member is defined in Section 12.5.1(a).
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Putting Member has the meaning set forth in Section 9.3(a).
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Examples of Putting Member in a sentence

  • By delivering a Put Notice, the Putting Member is irrevocably committing to sell to Leucadia (or the Company, as provided in Section 12.5.4.2 below) the Put Units specified in the Put Notice.

  • By delivering a Put Notice, the Putting Member is, subject to Section 12.5.3(e), irrevocably committing to sell to NBM (or the Company, as provided in Section 12.4.2 below) the Put Units specified in the Put Notice.

  • A Member shall demand a "shoot-out" (the "Putting Member") by issuing an offer (a "Buy-Sell Offer") to the other Member (the "Receiving Member") offering (a) to purchase all Interests of the Company owned by the Receiving Member at a price per Interest and on such other terms as are set forth in the Buy-Sell Offer (the "Proposed Terms"), and (b) to sell all Interests in the Company owned by the Putting Member to the Receiving Member on the same Proposed Terms.

  • If any Putting Member requires the Company to purchase the Put Interest of such Putting Member in the Put Notice, upon receipt of the Put Notice, the Company shall be obligated to purchase the Put Interest on the proposed date of purchase in accordance with the provisions of this Article 16, unless such purchase by the Company will violate or contravene the Companies Law of the Cayman Islands.

  • In no event shall any Putting Member be obligated to make any representations and warranties, or to provide any indemnities, with respect to any matters other than the title to the Company Securities comprising the Put Interest held by such Putting Member and the authority to sell such Company Securities.

  • Within 30 days following receipt of a Put Notice, the Company shall notify the Putting Member and Glenayre whether it shall purchase the Putting Member’s Interest.

  • At any such closing, the Purchaser shall deliver to the relevant Putting Member the purchase price for the Put Interest of such Putting Member by wire transfer of immediately available funds to such bank account as such Putting Member shall have specified in writing no later than two Business Days prior to the closing of such purchase.

  • To exercise the Put Right, a Putting Member shall give notice (the “ Put Notice”) to the Other Members and the Company no later than 30 Business Days prior to the proposed date of purchase.

  • After the Members have determined the Put Price, the non-Putting Members shall either acquire directly or cause the Company or its other Affiliates to acquire all of the Membership Interests of the Putting Member at the Put Price (the “Put Transaction”).

  • If any Putting Member requires the Other Members to purchase the Put Interest of such Putting Member in the Put Notice, upon receipt of such Put Notice, the Other Members shall be obligated, jointly and severally, to purchase such Put Interest on the proposed date of purchase in accordance with the provisions of this Article 16.

Related to Putting Member

  • Initiating Member has the meaning set forth in Section 7.5.

  • Founding Member means any individual who is either:

  • Voting Member means a Member holding one or more Voting Shares.

  • Disposing Member is defined in Section 4.1.

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

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

  • Participating member means an eligible employee who elects to participate in the defined contribution retirement plan established under this chapter.

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

  • Contributing Member shall have the meaning set forth in Section 3.2(b).

  • Exchanging Member means a Member that Exchanges some or all of its Units.

  • Active member means a member of the pension program or the individual account program

  • Other Member means a Voting Member who is not an Eligible Account Holder or a Supplemental Eligible Account Holder.

  • 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.

  • Defaulting Member the meaning set forth in Section 3.2(a).

  • Transferring Member shall have the meaning set forth in Section 7.2(a).

  • Trading Member means a Person who has been approved by Nadex to trade directly and not through a FCM Member on the Market, and does not include any FCM Member.

  • Non-Voting Member means a member of a Committee or Sub- Committee of the Council who is not a member of the Council and is not entitled to vote on any matter coming before that Committee or Sub- Committee;

  • Remaining Members has the meaning set forth in Section 11.2.

  • 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.

  • Non-Managing Member means any Member other than the Managing Member.

  • Panel Member ’ means a member of a panel;

  • Service member means a member of the armed forces, a reserve branch of the armed forces, or the Michigan national guard.