Class A Member Appraisal Rights Sample Clauses

Class A Member Appraisal Rights. In the event one or more of the Class A Members (the “Dissenting Members”) deem the fair market value of the Investments or Roll Up Entity determined pursuant to Section 11.8.2 hereof is more than fifteen percent (15%) less than fair market value determined by such Class A Members, the Dissenting Members shall be entitled to require an appraisal by providing notice to the Manager of the request for appraisal within ten (10) days from the delivery of the Roll Up Notice (the “Appraisal Notice”). In such event, the fair market value of the Investments or the Roll Up Entity (as applicable) shall be determined by three (3) independent appraisers, one (1) selected by the Manager, one (1) selected by the Dissenting Members and one (1) selected by the two (2) appraisers so named. The fair market value shall be the average of the two (2) appraisals closest in amount to each other. In the event the fair market value is determined to vary from the fair market value determined by the Manager pursuant to Section 11.8.2 by less than fifteen percent (15%), the Dissenting Members shall pay all expenses of all the appraisals incurred by the Company. In all other events, the Manager shall pay all expenses of all the appraisals incurred by the Company. Failure by the Class A Members to deliver a timely Appraisal Notice to the Manager shall be deemed as the Class A Members consent to the fair market value determined by the Manager pursuant to Section 11.8.2.
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