Redemption Obligations. On the Mandatory Redemption Date, the Manager shall be obligated to cause the Company to redeem the entirety of the Preferred Member’s Interest in exchange for distributions made to the Preferred Member in an amount equal to the aggregate of (i) Unreturned Preferred Capital, (ii) all accrued and unpaid Preferred Return, and (iii) all actual third party costs and expenses incurred by the Preferred Member in connection with such redemption. Preferred Member agrees to execute an assignment of Preferred Member’s entire Interest upon such redemption, and agrees to reasonably cooperate with a sale of the Property in order to facilitate such redemption. If the Company shall fail to redeem the entirety of the Preferred Member’s Interest on the Mandatory Redemption Date it shall be a Change of Control Event entitling Preferred Member to all of its rights and remedies under Section 8.24 of this Agreement. From and after the redemption of the Preferred Member’s Interest hereunder and payment of any and all fees expenses and other amounts due hereunder or under any of the Guaranties, the Preferred Member shall be deemed to have resigned from the Company, shall cease to be a Member of the Company and shall have no further rights with respect to the Company, the management of the Company, any distributions made by the Company, or the Property.
Appears in 2 contracts
Sources: Limited Liability Company Agreement, Limited Liability Company Agreement (United Realty Trust Inc)