Withdrawing Members definition

Withdrawing Members has the meaning set forth in the Statement of Purpose.
Sample 1Sample 2
Withdrawing Members has the meaning set forth in Section 15.1.I hereof.
Sample 1
Withdrawing Members has the meaning set forth in the Statement of Purpose. 1 Enter the date that is three months after the date of this agreement.
Sample 1

Examples of Withdrawing Members in a sentence

  • Prior to the commencement of arbitration hearings, the Arbitrator shall have the power, in his or her discretion, upon the Withdrawing Member's and/or the Company's motion but not the Arbitrator's own initiative, to order the parties to engage in pre-arbitration mediation for a period not exceeding thirty (30) days before a mediator mutually acceptable to the parties.

  • On the Effective Date, the following actions shall occur concurrently: (a) the Company will redeem in full the Withdrawing Member's Interest, and (b) the Withdrawing Member will irrevocably and unconditionally withdraw from the Company (collectively, the "Transaction").

  • The exercise of the aforesaid right by the Non-Withdrawing Member shall be made by giving written notice to the Withdrawing Member within thirty (30) days after receipt of the Withdrawing Member's notice of intent to withdraw.

  • Withdrawing Members shall pay their portion of any Shared Costs for which they are liable pursuant to this Agreement no later than sixty (60) days following the withdrawal notice from the Work Group.

  • Concurrent with the completion of such transfer of the Ownership Interest to the Company, the Company shall enter into a royalty agreement with the Withdrawing Member in substantially the form of Exhibit E, granting to the Withdrawing Member the Royalty on the Properties effective as of the effective date of relinquishment of the Withdrawing Member's Ownership Interest.

  • At a minimum, each report will include the original principal amount of the Bond, the remaining unpaid principal balance, the schedule of all Bond payments that have been made, each infrastructure project that has been or is being financed, in whole or in part, using Bond proceeds, a schedule of upcoming Bond payments, and an accounting of each District Member’s, including Withdrawing Members, annual proportionate share obligations.

  • The initial term of the Company will be from the date of this Agreement and expiring on December 31, 2018, unless the Members approve by a vote of seventy-six percent (76%) of the then Members (excluding any Withdrawing Members) to continue the Company for an additional three year term.

  • Pursuant to the terms and conditions set forth in this Agreement and the First Amendment, the Withdrawing Member hereby irrevocably and unconditionally withdraws as a member of the Company and the Company hereby redeems the Withdrawing Member's entire "Interest" (as defined in the Second Amended and Restated LLC Agreement and as further defined in this Section 1) in the Company (provided the foregoing shall not limit or modify the rights of the Withdrawing Member under Section 2(c) below).

  • A Withdrawing Member will have no right to receive any distribution in liquidation of the Withdrawing Member's Units prior to the dissolution of the Company pursuant to Section 9.

  • The purchase price ("Purchase Price") of the Withdrawing Member's Interest purchased pursuant to Section 8.4.1 shall be an amount equal to eighty percent (80%) of the fair market value of such Membership Interest determined under Section 8.4.4 below and adjusted as provided in Section 8.4.6 below.


More Definitions of Withdrawing Members

Withdrawing Members has the meaning set forth in the recitals hereto.
Sample 1

Related to Withdrawing Members

  • 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.

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

  • Withdrawing or “Withdrawal” means the resignation of a Member from the Company as a Member. Such terms shall not include any Dispositions of Membership Interests (which are governed by Article IV), even though the Member making a Disposition may cease to be a Member as a result of such Disposition.

  • Participating member means a member who is required to make mandatory contributions by the applicable retirement act to his or her health reimbursement account.

  • Class A Members means those Members who have purchased Class A Interests.

  • Class B Members means the Members holding Class B Units.

  • Other Members has the meaning specified in the recitals to this Agreement.

  • Founding Member means any individual who is either:

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • Voting Members has the meaning set forth in Section 4.07(b).

  • Participating Class Members means all Class Members who do not submit valid

  • Initiating Member shall have the meaning provided in Section 15.2(a).

  • Class A Member means a Member holding one or more Class A Ordinary Shares.

  • Full Member means any person who is in one of the categories of membership referred to in Rule 10.3.

  • Former Member means a member that has withdrawn from a qualified authority under this section or a prior member of a qualified authority that has been dissolved under this section.

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

  • Participating Class Member means a Class Member who does not submit a valid and timely Request for Exclusion from the Settlement.

  • Class C Member means a Member holding the Class C Ordinary Share.

  • Continuing Member means a member of the Board of Directors of the Company who either (a) was a member of the Company's Board of Directors on the Effective Date and has been such continuously thereafter or (b) became a member of such Board of Directors after the Effective Date and whose election or nomination for election was approved by a vote of the majority of the Continuing Members then members of the Company's Board of Directors.

  • Class A Membership Interest means a Class A Membership Interest in Holdings.

  • Purchasing Member means a municipal utility which purchases electricity from a municipal electric cooperative association of which it is a member.

  • Members’ Percentage Interests means the ownership percentage interests as mentioned in Section I of this Agreement. During each fiscal year, the net profits and net losses of the Company (other than from capital transactions), and each item of income, gain, loss, deduction, or credit entering into the computation thereof, shall be credited or charged, as the case may be, to the capital accounts of each Member(s) in proportion to the Members' Percentage Interests. The net profits of the Company from capital transactions shall be allocated in the following order of priority: (a) to offset any negative balance in the capital accounts of the Member(s) in proportion to the amounts of the negative balance in their respective capital accounts, until all negative balances in the capital accounts have been eliminated; then (b) to the Member(s) in proportion to the Members’ Percentage Interests. The net losses of the Company from capital transactions shall be allocated in the following order of priority: (a) to the extent that the balance in the capital accounts of any Member(s) are in excess of their original contributions, to such Member(s) in proportion to the excess balances until all such excess balances have been reduced to zero; then (b) to the Member(s) in proportion to the Members’ Percentage Interests. The cash receipts of the Company shall be applied in the following order of priority: (a) to the payment of interest or amortization on any mortgages on the assets of the Company, amounts due on debts and liabilities of the Company other than those due to any Member(s), costs of the construction of the improvements to the assets of the Company and operating expenses of the Company; (b) to the payment of interest and establishment of cash reserves determined by the Member(s) to be necessary or appropriate, including without limitation, reserves for the operation of the Company’s business, construction, repairs, replacements, taxes and contingencies; and (d) to the repayment of any loans made to the Company by any Member(s). Thereafter, the cash receipts of the Company shall be distributed among the Member(s) as hereafter provided. Except as otherwise provided in this Agreement or otherwise required by law, distributions of cash receipts of the Company, other than from capital transactions, shall be allocated among the Member(s) in proportion to the Members’ Percentage Interests. Except as otherwise provided in this Agreement or otherwise required by law, distributions of cash receipts from capital transactions shall be allocated in the following order of priority: (a) to the Member(s) in proportion to their respective capital accounts until each Member(s) has received cash distributions equal to any positive balance in their capital account; then (b) to the Member(s) in proportion to the Members' Percentage Interests. It is the intention of the Member(s) that the allocations under this Agreement shall be deemed to have “substantial economic effect” within the meaning of Section 704 of the Internal Revenue Code and Treas. Reg. Section 1.704-1. Should the provisions of this Agreement be inconsistent with or in conflict with Section 704 of the Code or the Regulations thereunder, then Section 704 of the Code and the Regulations shall be deemed to override the contrary provisions thereof. If Section 704 of the Regulations at any time require that limited liability company operating agreements contain provisions which are not expressly set forth herein, such provisions shall be incorporated into this Agreement by reference and shall be deemed a part of this Agreement to the same extent as though they had been expressly set forth herein.

  • 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;

  • Class B Membership Interest means a Class B Membership Interest in Holdings.

  • Majority Members means Members holding a majority of the Units owned by all Members or if there is only one Member, such Member.

  • Class Members means all individuals in the Settlement Class, including the Class Representatives.