Examples of Withdrawing Developer in a sentence
Tejon shall have the right to dissolve the Company and wind up its business affairs in an orderly fashion following the withdrawal of a Withdrawing Developer if (i) one (1) or more of the Members do not acquire the entire Interest of the Withdrawing Developer pursuant to Section 13.1B, and (ii) the Executive Committee does not replace the Withdrawing Developer with another developer in accordance with the terms of Section 13.
Any Withdrawing Developer shall have no right of reimbursement from, or any further right, title or interest in, the Company or to the Master Project (including any Capital Contributions previously made by such Developer), except that the amount of the Withdrawing Developer’s total unreturned Capital Contributions which have been made prior to the date of the Withdrawal Notice or effective date of the Deemed Withdrawal shall be converted to Subordinated Debt.
Any payment by the Substitute Developer to the Withdrawing Developer for its interest in the Company in excess of the Withdrawing Developer’s outstanding Capital Contributions to date made in accordance with this Agreement shall be paid directly to the Company and shall not be treated as a Capital Contribution or otherwise be credited to the Book Capital Account of the Withdrawing Developer or Substitute Developer.
If the Member(s) proceed(s) in accordance with this Section 13.1B, then each Member shall succeed to a proportionate share, based on the Interest acquired by such Member pursuant to this Section 13.1B, of the rights of the Withdrawing Developer (exclusive of the Book Capital Account and Capital Contributions of such Withdrawing Developer since such amounts will be converted into the Subordinated Debt).
Each Remaining Developer shall have the right, but not the obligation, to elect to acquire the entire Interest previously held by the Withdrawing Developer for no consideration by delivering written notice of such election to Tejon within thirty (30) days after the expiration of the Sixty Day Withdrawal Period.
Each Member shall have the right, but not the obligation, to elect to acquire the entire Interest previously held by the Withdrawing Developer for no consideration by delivering written notice of such election to the other Members within thirty (30) days after the delivery of the Withdrawal Notice or the Deemed Withdrawal, as applicable.
Upon the admission of a Substitute Developer, the Withdrawing Developer shall have no further obligation, duty, right, title or interest in or to the Company or the Master Project (including any Capital Contributions previously made by such Withdrawing Developer).
In the Withdrawal Notice or the Alternate Notice, whichever is applicable, the Withdrawing Developer shall disclose in writing to the Members all terms and conditions for the proposed acquisition by the Substitute Developer of the Interest of the Withdrawing Member.
If more than one (1) Remaining Developer elects to acquire the entire Interest previously held by the Withdrawing Developer, then such Interest shall be acquired by such Remaining Developers in proportion to their respective Percentage Interests (or in such other proportion as is agreed to in writing by the Remaining Developers).
If more than one (1) Member elects to acquire the entire Interest previously held by the Withdrawing Developer, then such Interest shall be acquired by such Members in proportion to their respective Percentage Interests (or in such other proportion as is agreed to in writing by the Members).