Certificates of Membership Interest Sample Clauses

Certificates of Membership Interest. Units shall be evidenced by certificates of membership interest. At the effective time of the merger of MCP Colorado into the Company pursuant to the Transaction Agreement, the Company adopts the certificates of the Cooperative as the Certificates of Membership Interest of the Company. Upon any Transfer of Units in accordance with Article X, the Board of Directors will issue a new form of certificate under the Company's own name (a "LLC Certificate") representing the Units so transferred; provided, however, that the issuance of LLC Certificates shall not invalidate or otherwise affect the validity of certificates of the Cooperative representing outstanding Units owned by the Initial Members. Each LLC Certificate shall bear a legend referring to the restrictions set forth in Article X.
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Certificates of Membership Interest. All membership interests in the Company may be certificated in such form as the Member may elect.
Certificates of Membership Interest. The Voting Members may authorize ----------------------------------- the issue of some or all of the issued Units either with or without certificates. If Units with certificates are authorized, the certificates shall be in such form as the Voting Members shall prescribe. Any authorization for Units without certificates shall not affect Units already represented by certificates, if any, until the certificates are surrendered to the Company. All Units and the interests represented thereby shall in all events be issued and held upon and subject to all of the terms and conditions of this Agreement (including, without limitation, Sections 8.1 and 8.2 below), and the Voting Members may require that any certificates which may be issued to evidence any Units shall bear a legend to such effect (in addition to any other legends as the Voting Members may require).
Certificates of Membership Interest. All membership interests in the Company shall he certificated in the form attached hereto as Exhibit B or in such other form as the Managers may elect. The Company hereby irrevocably elects that all membership interests in the Company shall be securities governed by Article 8 of the Uniform Commercial Code as in effect in the State of Delaware. Each certificate evidencing membership interests in the Company shall bear the following legend: “This certificate evidences an interest in Dominion Textile (USA), L.L.C. and shall be a security for purposes of Article 8 of the Uniform Commercial Code as in effect in the State of Delaware.” This provision shall not be amended, and no such purported amendment to this provision, shall be effective until all outstanding certificates have been surrendered for cancellation.
Certificates of Membership Interest. Every member of the Limited Liability Company shall be entitled to a certificate, to be in such form as the Board of Governors prescribe, certifying the number of units and class of membership interest of the Limited Liability Company owned by the member. The certificates for the respective classes of such membership interest shall be numbered in the order in which they shall be issued and shall be signed in the name of the Limited Liability Company by the President, or a Vice-President, or by any other proper manager of the Limited Liability Company thereunto authorized by the Board of Governors. A record shall be kept of the name of the person, firm, Corporation or Limited Liability Company owning the membership interest represented by each such certificate, the number of units and class of membership interest represented by such certificates respectively, and the respective dates thereof, and in the case of cancellation, the respective dates of cancellation. Every certificate surrendered to the Limited Liability Company for exchange or transfer shall be canceled and no new certificate or certificates shall be issued in exchange for any existing certificate until such existing certificate shall have been so surrendered and canceled except in cases provided for in Section 4.4 of this Article IV.
Certificates of Membership Interest. The Company will not issue certificates to evidence a Member's interest in the Company.
Certificates of Membership Interest. The Certificate of Membership set forth on SCHEDULE B attached hereto as is hereby approved and adopted by the Members as the Certificate of Membership Interest for ACSC, and that the Certificate of Membership set forth on SCHEDULE C attached hereto is hereby approved and adopted by the Members as the Certificate of Membership Interest for Newcourt.
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Certificates of Membership Interest. Any and all certificate(s) of membership interest of Cxxxxxx Town.

Related to Certificates of Membership Interest

  • Transfers of Membership Interests 8.1. A Member may withdraw from the Company at any time by giving Notice of withdrawal to the Manager at least 180 calendar days before the effective date of withdrawal. Withdrawal will not release a Member from any obligations and liabilities under this Agreement accrued or incurred before the effective date of withdrawal. A withdrawing Member will divest the Member’s entire Membership Interest before the effective date of withdrawal in accordance with and subject to the provisions of this Article VIII.

  • Transfer of Membership Interests (a) The Member may transfer its Membership Interest, in whole but not in part, but the transferee shall not be admitted as a Member except in accordance with Section 6.07. Until the transferee is admitted as a Member, the Member shall continue to be the sole member of the Company (subject to Section 1.02) and to be entitled to exercise any rights or powers of a Member of the Company with respect to the Membership Interest transferred.

  • Transfer of Membership Interest The Sole Member may Transfer any part or all of its rights and interest (including, but not limited to, its Capital Account) in the Company (each a “Membership Interest”) now owned or hereafter acquired to any Person, and the transferee of such Membership Interest shall become a Member of the Company.

  • Transfers of Partnership Interests Except as the Partners may otherwise agree from time to time, a Partner may not Transfer all or any part of its Partnership Interest without the Consent of each other Partner, which Consent may be withheld in the sole discretion of each such other Partner.

  • Membership Interests The Sole Member currently owns one hundred percent (100%) of the percentage interests in the Company.

  • Membership Interest The Member shall own one hundred percent (100%) of the membership interests in the LLC, and all profits and losses shall be allocated to the Member.

  • Transfers of Limited Partnership Interests 9.1 Restrictions on Transfer of Limited Partnership Interests.

  • Ownership of Membership Interests The Member shall own all of the membership interests in the Company and the Member shall have a 100% distributive share of the Company’s profits, losses and cash flow.

  • Shares; Membership Interests (a) The total of the membership interests in the Company shall be divided into (i) Class A Ordinary Shares having the rights and preferences as set forth herein (the “Class A Ordinary Shares”), (ii) Class A Preferred Shares having the rights and preferences as set forth herein (the “Class A Preferred Shares” and, together with the Class A Ordinary Shares, the “Class A Shares”), (iii) Class B Ordinary Shares having the rights and preferences as set forth herein (the “Class B Ordinary Shares”), and (iv) Class C Ordinary Share having the rights and preferences as set forth herein (the “Class C Ordinary Share” and, together with the Class A Ordinary Shares, the Class A Preferred Shares and the Class B Ordinary Shares, the “Shares” and each a “Share”). Class A Ordinary Shares, Class A Preferred Shares and Class B Ordinary Shares shall have the same rights, powers and duties, except as otherwise set forth in this Agreement. The number of Class A Ordinary Shares shall be limited to the maximum number of Class A Ordinary shares offered in the Offering, plus (i) the number of Class A Ordinary Shares which may be issued upon conversion of the Class A Preferred Shares, plus (ii) the number of Class A Ordinary Shares which may be issued upon conversion of the Class B Ordinary Shares. The number of Class A Preferred Shares shall be limited to the number of Class A Preferred Shares which may be issued pursuant to the Management Services Agreement. The number of Class B Ordinary Shares shall be limited to up to 1,000. The number of Class C Ordinary Shares shall be limited to one. Class A Preferred Shares issued pursuant to the Management Services Agreement (“ASA Shares”) may be subject to vesting provisions as set forth in the Management Services Agreement. The Shares of the Members shall be as set forth on Exhibit A attached hereto, which may be updated as set forth herein. For the avoidance of doubt, in the event that all of the Class A Ordinary Shares are not sold pursuant to the Offering, the Board shall, upon the final closing of the Offering, issue a number of Class A Ordinary Shares to the Initial Member equal to the aggregate number of Class A Ordinary Shares that remain unsold in the Offering, as repayment in full of any and all obligations owing to the Initial Member in respect of advances made to acquire the Artwork and true-up fees payable to the Initial Member. The name and mailing address of each Member or such Member’s representative shall be listed on the books and records of the Company maintained for such purpose by the Company or the Transfer Agent.

  • Transfer of Partnership Interests The foregoing power of attorney shall survive the delivery of an instrument of transfer by any Partner of the whole or any portion of or interest in its Partnership Interest, except that (i) where a Partner becomes a Former Partner, or (ii) where a Transferee of such Partnership Interest has been approved as a successor Partner and the Transferor shall thereupon cease being a Partner (all in accordance with this Agreement), then the power of attorney of the Former Partner or the Transferor Partner, as the case may be, shall survive the cessation of Partner status or the delivery of such instrument of transfer, as the case may be, for the sole purpose of enabling the attorneys-in-fact for such Former Partner or the Transferor Partner (or any of them) to execute, swear to, acknowledge and file any and all instruments necessary to effectuate or reflect such cessation, transfer and succession.

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