DISTRIBUTION OF DISSOCIATING MEMBERS INTEREST Sample Clauses

DISTRIBUTION OF DISSOCIATING MEMBERS INTEREST. Upon determination of the dissociating Members’ interest value, the value will be a debt of the Company. The dissociating Member will only be able to demand payment of this debt at dissolution of the Company or by the following method:
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DISTRIBUTION OF DISSOCIATING MEMBERS INTEREST. Pursuant to Section 18- 601 of the Act, upon determination of the dissociating Members’ interest value, the value will be a debt of the Company. The dissociating Member will only be able to demand payment of this debt at dissolution of the Company or by the following method:
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DISTRIBUTION OF DISSOCIATING MEMBERS INTEREST. Pursuant to Section 1706.08 of the Act, upon determination of the dissociating Members’ interest value, the value will be a debt of the Company. The dissociating Member will only be able to demand payment of this debt at dissolution of the Company or by the following method: The Company will make timely payments. The Company will only be required to make payments towards dissociating Member’s debt if the Company is profitable and passes income to current Members. The Company must make a debt payment to the dissociating Member if the Company’s income surpassed 50% of the total determined value of the dissociating Members’ interest in a taxable year. (Example: If dissociating Members’ value was $100,000 and current Member(s) received over $50,000 taxable income in the taxable year, the Company would owe a debt payment to dissociating Member. If current Member(s) only received $40,000 in passed income, there would be no payment due.) The debt payment must be at least 10% of the value of the passed income to current Members. The company must make payment to dissociating Member within sixty (60) days of the end of the Company’s taxable year. The payment schedule will continue until the dissociating Member’s debt is paid. If the Company dissolves, the dissociating Member will be a regular creditor and payment will follow Section 1706.29 of the Act. The dissociating Member’s membership interest as assigned to current Members shall NOT accrue interest. The Company may pay the amount owed to the dissociating Member at any time.
Sample 1

Related to DISTRIBUTION OF DISSOCIATING MEMBERS INTEREST

  • VALUATION OF DISSOCIATING MEMBERS INTEREST If a Member wants to exit the Company, and does not have a buyer of its membership interest, the dissociating Member will assign its interest to the current Members according to the following procedures:

  • Member's Capital Accounts A Capital Account for the Member shall be maintained by the Company. The Member's Capital Account shall reflect the Member’s capital contributions and increases for any net income or gain of the Company. The Member’s Capital Account shall also reflect decreases for distributions made to the Member and the Member’s share of any losses and deductions of the Company.

  • Events of Dissolution The Company shall be dissolved upon the happening of any of the following events:

  • Permitted Transfers Within Escrow 5.1 Transfer to Directors and Senior Officers

  • Withdrawal of Property from Market or Termination of Discussions Potential Investor acknowledges that the Property has been offered for sale subject to withdrawal of the Property from the market at any time or rejection of any offer because of the terms thereof, or for any other reason whatsoever, without notice, as well as the termination of discussions with any party at any time without notice for any reason whatsoever.

  • 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.

  • Dissolution Event If there is a Dissolution Event before the termination of this Safe, the Investor will automatically be entitled (subject to the liquidation priority set forth in Section 1(d) below) to receive a portion of Proceeds equal to the Cash-Out Amount, due and payable to the Investor immediately prior to the consummation of the Dissolution Event.

  • Allocation of Profits and Losses Distributions Profits/Losses. For financial accounting and tax purposes, the Company's net profits or net losses shall be determined on an annual basis and shall be allocated to the Members in proportion to each Member's relative capital interest in the Company as set forth in Schedule 2 as amended from time to time in accordance with U.S. Department of the Treasury Regulation 1.704-1.

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