Common use of Withdrawal of Members Clause in Contracts

Withdrawal of Members. No Member shall have the right to withdraw from the Company except following a transfer of its Membership Interest in accordance with Section 8.1. However, if despite such prohibition a Member gives the Company notice (which must be in writing) of its desire to wrongfully withdraw from the Company, upon the Company's receipt of such written notice from such Member, such Member shall cease to be a Member of the Company, and such withdrawal shall be deemed wrongful. The withdrawal of a Member (wrongful or otherwise) shall not result in the dissolution of the Company.

Appears in 4 contracts

Samples: Operating Agreement (E Sync Networks Inc), Contribution Agreement (E Sync Networks Inc), Operating Agreement (Cotelligent Inc)

AutoNDA by SimpleDocs

Withdrawal of Members. No Member shall have the right to withdraw from the Company Company, except following a transfer in the case of its Membership Interest an Involuntary Withdrawal or Transfer of all of such Member’s Units in accordance with Section 8.1the terms of this Agreement. HoweverImmediately upon the occurrence of an Involuntary Withdrawal, if despite such prohibition a Member gives the Company notice (which must be in writingsuccessor(s) of its desire to wrongfully withdraw from the Company, upon the Company's receipt of such written notice from such Member, such Member so withdrawing shall cease to be a Member of the Company, and such withdrawal shall be deemed wrongful. The withdrawal of a Member (wrongful or otherwisethereupon become Economic Owner(s) but shall not result in the dissolution of the Companybecome Member(s).

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Walgreens Boots Alliance, Inc.), Limited Liability Company Agreement (Walgreens Boots Alliance, Inc.), Limited Liability Company Agreement (Walgreens Boots Alliance, Inc.)

Withdrawal of Members. No Member shall have the right to voluntarily withdraw from the Company except following a transfer of its Membership Interest in accordance with Section 8.1. However, if despite such prohibition a Member gives the Company notice (which must be in writing) of its desire to wrongfully withdraw from the Company, upon the Company's receipt of such written notice from such Member, such Member shall cease to be as a Member of the CompanyCompany other than following the Transfer or, and with respect to PICO, the exchange of all Membership Units owned by such withdrawal Member, which Transfer shall be deemed wrongfulin accordance with Article VII. The withdrawal No Member shall seek a decree of a Member (wrongful or otherwise) shall not result in the judicial dissolution of with respect to the Company.

Appears in 3 contracts

Samples: Limited Liability Company Operating Agreement (UCP, Inc.), Limited Liability Company Operating Agreement (UCP, Inc.), Limited Liability Company Operating Agreement (UCP, Inc.)

Withdrawal of Members. No A Member shall have the right to withdraw from the Company except following a transfer of its Membership Interest in accordance with Section 8.1. However, if despite such prohibition a Member gives the Company notice (which must be in writing) of its desire to wrongfully may not withdraw from the Company, except upon the Company's receipt of such written notice from such Member, such Member shall cease to be a Member of the Company, and such withdrawal shall be deemed wrongful. The withdrawal of a Member (wrongful or otherwisei) shall not result in the dissolution of the Company pursuant to and in accordance with Section 11.01 or (ii) the Transfer to another Person (including the Company) of all, but not less than all, of the Membership Interest owned by such Member (the “Withdrawing Member”).

Appears in 2 contracts

Samples: Implementation Agreement (Peabody Energy Corp), Implementation Agreement (Arch Coal Inc)

Withdrawal of Members. No Member shall have the right to withdraw from the Company Company, except following a in the case of an Involuntary Withdrawal or transfer of its Membership Interest all of such Member’s Units in accordance with Section 8.1the terms of this Agreement. HoweverImmediately upon the occurrence of an Involuntary Withdrawal, if despite such prohibition a Member gives the Company notice (which must be in writingsuccessor(s) of its desire to wrongfully withdraw from the Company, upon the Company's receipt of such written notice from such Member, such Member so withdrawing shall cease to be a Member of the Company, and such withdrawal shall be deemed wrongful. The withdrawal of a Member (wrongful or otherwisethereupon become Economic Owner(s) but shall not result in the dissolution of the Companybecome Member(s).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Nord Anglia Education, Inc.), Transaction Agreement (Nord Anglia Education, Inc.)

Withdrawal of Members. No Member shall have the right to withdraw from the Company Company, except following a transfer in the case of its Membership Interest in accordance with Section 8.1an Involuntary Withdrawal. HoweverImmediately upon the occurrence of an Involuntary Withdrawal, if despite such prohibition a Member gives the Company notice (which must be in writingsuccessor(s) of its desire to wrongfully withdraw from the Company, upon the Company's receipt of such written notice from such Member, such Member so withdrawing shall cease to be a Member of the Company, and such withdrawal shall be deemed wrongful. The withdrawal of a Member (wrongful or otherwisethereupon become Economic Owner(s) but shall not result in the dissolution of the Companybecome Member(s).

Appears in 1 contract

Samples: Operating Agreement (Dolan Media CO)

Withdrawal of Members. No Member shall have the right be permitted to --------------------- withdraw from the Company except following other than as a transfer consequence of its Membership Interest in accordance with Section 8.1. However, if despite such prohibition a Member gives the Company notice (which must be in writing) of its desire to wrongfully withdraw from the Company, upon the Company's receipt repurchase of all of the Units of such written notice from such Member, Member or the Transfer by such Member shall cease to be a Member of all of the Company, Units held by such Member and such withdrawal shall be deemed wrongful. The withdrawal of a Member (wrongful or otherwise) shall not result in the dissolution admission of the Companytransferee as a Substitute Member.

Appears in 1 contract

Samples: Operating Agreement (Greenmountain Com Co)

AutoNDA by SimpleDocs

Withdrawal of Members. No Member shall have the right to withdraw from the Company Company, except following a transfer in the case of its Membership Interest in accordance with Section 8.1an Involuntary Withdrawal. HoweverImmediately upon the occurrence of an Involuntary Withdrawal, if despite such prohibition a Member gives the Company notice (which must be in writingsuccessor(s) of its desire to wrongfully withdraw from the Company, upon the Company's receipt of such written notice from such Member, such Member so withdrawing shall thereupon become Economic Owner(s) but shall not become Member(s). No Member shall cease have the right to be a Member receive the return of the Company, and such withdrawal shall be deemed wrongful. The withdrawal of a Member (wrongful or otherwise) shall not result any capital contribution in the dissolution of the Companyconnection with an Involuntary Withdrawal.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Dolan Media CO)

Withdrawal of Members. No A Member shall be deemed to have withdrawn from the Company upon (a) such Member's Technical Withdrawal, (b) the redemption in accordance with the terms hereof, of all of the Member Interests held by such Member or (c) the permitted Transfer by a Member of all of its Membership Interests. Except as set forth in this Section 13.5, no Member shall have the right to withdraw from the Company except following a transfer of its Membership Interest in accordance with Section 8.1. However, if despite such prohibition a Member gives the Company notice (which must be in writing) of its desire to wrongfully withdraw from the Company, upon the Company's receipt of such written notice from such Member, such Member shall cease to be a Member of the Company, and such withdrawal shall be deemed wrongful. The withdrawal of a Member (wrongful or otherwise) shall not result in the dissolution of the Company.

Appears in 1 contract

Samples: Leucadia National Corp

Withdrawal of Members. No Member shall have the right to withdraw from the Company Company, except following a transfer in the case of its Membership Interest an Involuntary Withdrawal or Transfer of all of such Member's Units in accordance with Section 8.1the terms of this Agreement. HoweverImmediately upon the occurrence of an Involuntary Withdrawal, if despite such prohibition a Member gives the Company notice (which must be in writingsuccessor(s) of its desire to wrongfully withdraw from the Company, upon the Company's receipt of such written notice from such Member, such Member so withdrawing shall cease to be a Member of the Company, and such withdrawal shall be deemed wrongful. The withdrawal of a Member (wrongful or otherwisethereupon become Economic Owner(s) but shall not result in the dissolution of the Companybecome Member(s).

Appears in 1 contract

Samples: Limited Liability Company Agreement

Withdrawal of Members. No A Member shall be deemed to have withdrawn from the Company upon (a) such Member’s Technical Withdrawal, (b) the redemption in accordance with the terms hereof, of all of the Member Interests held by such Member or (c) the permitted Transfer by a Member of all of its Membership Interests. Except as set forth in this Section 13.5, no Member shall have the right to withdraw from the Company except following a transfer of its Membership Interest in accordance with Section 8.1. However, if despite such prohibition a Member gives the Company notice (which must be in writing) of its desire to wrongfully withdraw from the Company, upon the Company's receipt of such written notice from such Member, such Member shall cease to be a Member of the Company, and such withdrawal shall be deemed wrongful. The withdrawal of a Member (wrongful or otherwise) shall not result in the dissolution of the Company.

Appears in 1 contract

Samples: Services Agreement (Jefferies Group Inc /De/)

Time is Money Join Law Insider Premium to draft better contracts faster.