Sale of Fifty Percent of Membership Interest Sample Clauses

Sale of Fifty Percent of Membership Interest. Upon the sale by Gxxxxxxxx, Inc. of a forty-nine percent (49%) Membership Interest (reducing its 99% Membership Interest to a 50% Membership Interest) and the sale by Trace Chemicals, Inc. of all of its one percent (1%) Membership Interest to a Person admitted as a Member, the Board shall be reconstituted, as follows: (i) Gxxxxxxxx, Inc. shall designate three (3) of the initial voting Managers to remain on the Board, and shall cause the other three (3) initial voting Managers to resign, such resignations to be effective upon the sale of fifty percent (50%) of the Membership Interest. Upon the receipt by Gxxxxxxxx, Inc. of such resignations, and upon consummation of the sale, the newly admitted Member shall be entitled to appoint three (3) Managers to the Board. As a result of its purchase of fifty percent (50%) of the Membership Interest, the newly admitted Member purchasing the fifty percent (50%) of the Membership Interest shall be entitled to appoint three (3)

Related to Sale of Fifty Percent of Membership Interest

  • 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.

  • 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.

  • Assignment of Membership Interest A Member may not assign the Member’s interest in the Company except with the written consent of all the other Members of record. Any such consent to assignment automatically entitles the assignee to become a Member. A Member’s membership interest may be evidenced by a certificate of membership interest issued by the Company.

  • Assignment of Membership Interests The Assignment of Membership Interests shall have been fully executed and delivered to Purchaser.

  • Purchase and Sale of Membership Interests On the Closing Date and subject to the terms and conditions of this Agreement, Buyer agrees to purchase from Sellers, and Sellers agree to sell to Buyer, all of the Transferred Interests, free and clear of all Liens, for the consideration specified below in Section 2.02.

  • 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.

  • Purchase or Sale of Partnership Interests The General Partner may cause the Partnership to purchase or otherwise acquire Partnership Interests or Derivative Partnership Interests. As long as Partnership Interests are held by any Group Member, such Partnership Interests shall not be considered Outstanding for any purpose, except as otherwise provided herein. The General Partner or any Affiliate of the General Partner may also purchase or otherwise acquire and sell or otherwise dispose of Partnership Interests for its own account, subject to the provisions of Articles IV and X.

  • Right to Acquire Limited Partner Interests (a) Notwithstanding any other provision of this Agreement, if at any time the General Partner and its Affiliates hold more than 80% of the total Limited Partner Interests of any class then Outstanding, the General Partner shall then have the right, which right it may assign and transfer in whole or in part to the Partnership or any Affiliate of the General Partner, exercisable in its sole discretion, to purchase all, but not less than all, of such Limited Partner Interests of such class then Outstanding held by Persons other than the General Partner and its Affiliates, at the greater of (x) the Current Market Price as of the date three days prior to the date that the notice described in Section 15.1(b) is mailed and (y) the highest price paid by the General Partner or any of its Affiliates for any such Limited Partner Interest of such class purchased during the 90-day period preceding the date that the notice described in Section 15.1(b) is mailed.

  • Transfer of Equity Interest Upon each exercise of the Option under this Agreement:

  • Transfer of Optioned Interests For each exercise of the Equity Interest Purchase Option: