Common use of Partial Transfers Clause in Contracts

Partial Transfers. If there are two (2) or more Class A Members, Class B Members or Class C Members, as the case may be, after any Transfer by a Class A Member, Class B Member or Class C Member of an interest in the Company, then (i) any subsequent allocation, distribution or payment to be made hereunder to "the Class A Member," "the Class B Member" or the "Class C Member," as the case may be (and any subsequent sale to be made pursuant to Section 14.3 by the "Class A Member"), shall be made to or by the Class A Members, Class B Members or Class C Members, as the case may be, in proportions corresponding their relative interests in the Company (based on their Capital Contributions, rights to share in distributions or other factors as the Manager determines, based on the terms of the Transfer, to be appropriate), and (ii) any subsequent consent, approval, vote or other action of "the Class A Member," "the Class B Member" or the "Class C Member" hereunder (including, without limitation, an amendment of this Agreement pursuant to Section 18.11) shall be validly effected if given or taken, as the case may be, by a majority in interest of the Class A Members, Class B Members or Class C Members, as the case may be (based on their Capital Contributions, rights to share in distributions or other factors as the Manager determines, based on the terms of the Transfer, to be appropriate).

Appears in 2 contracts

Sources: Limited Liability Company Agreement (Comdisco Holding Co Inc), Limited Liability Company Agreement (Comdisco Holding Co Inc)

Partial Transfers. If there are two (2) or more Class A Members, Class B Members or Class C Members, as the case may be, after any Transfer by a Class A Member, Class B Member or Class C Member of an interest in the Company, then (i) any subsequent allocation, distribution or payment to be made hereunder to "the Class A Member," "” “the Class B Member" or the "Class C Member," as the case may be (and any subsequent sale to be made pursuant to Section 14.3 by the "Class A Member"), shall be made to or by the Class A Members, Class B Members or Class C Members, as the case may be, in proportions corresponding their relative interests in the Company (based on their Capital Contributions, rights to share in distributions or other factors as the Manager determines, based on the terms of the Transfer, to be appropriate), and (ii) any subsequent consent, approval, vote or other action of "the Class A Member," "” “the Class B Member" or the "Class C Member" hereunder (including, without limitation, an amendment of this Agreement pursuant to Section 18.11) shall be validly effected if given or taken, as the case may be, by a majority in interest of the Class A Members, Class B Members or Class C Members, as the case may be (based on their Capital Contributions, rights to share in distributions or other factors as the Manager determines, based on the terms of the Transfer, to be appropriate).

Appears in 1 contract

Sources: Limited Liability Company Agreement (Comdisco Holding Co Inc)