Examples of Transferor Member in a sentence
As of the date of such Transfer, the Transferee Member shall succeed to the Capital Account of the Transferor Member with respect to the transferred Units.
To the extent of any Ownership Interest transferred, the Transferor Member does not possess any right or power as a Member and may not exercise any such right or power directly or indirectly on behalf of the Transferee.
As of the date of such Transfer, the Transferee Member shall succeed to the Capital Account of the Transferor Member with respect to the Transferred Units.
Notwithstanding the preceding sentence, following any Transfer (within the meaning of (S) 754 of the Code) of an Ownership Interest, the Tax Matters Partner will make the election under (S) 754 of the Code upon the timely written request of either the Transferor Member or the Transferee.
If the Transferor Member shall fail to pay the negative Capital Account balance, the Company shall have the right to set-off or recoup any such amounts from any distributions due to, or from any amounts owed by the Company to, the Transferor Member, the transferee Member or the assignee.
If a Transferor Member has a negative Capital Account balance, the Transferor Member shall pay the Company the amount of the negative Capital Account balance as of the transfer date.
To the extent of any Ownership Interest Transferred, the Transferor Member will not possess any right or power as a Member and may not exercise any such right or power directly or indirectly on behalf of the Transferee.
However, each Transferee of all or any part of an Ownership Interest will be subject to all of the obligations, restrictions and other terms contained in this Agreement as if such Transferee were a Member, including Section 6.5. To the extent of any Ownership Interest Transferred, the Transferor Member does not possess any right or power as a Member and may not exercise any such right or power directly or indirectly on behalf of the Transferee.
A Transferee may be admitted as a substitute Member of the Company only upon the affirmative written agreement of all of the Members (excluding the Transferor Member), effective upon a date specified (which must be on or after the effective date of the Transfer, as determined under Section 13.5).
No Transferor Member, nor any affiliate of any Transferor Member nor any employee of the Transferor Company is presently indebted to the Transferor Company for borrowed money and, except for the Construction Loan, the Transferor Company is not presently indebted for borrowed money to any of the foregoing persons.