Member's Rights definition

Member's Rights means, with respect to any Member, (a) that Member's status as a Member; (b) that Member's Units; (c) all other rights, benefits and privileges enjoyed by that Member under the Act, the Certificate, this Agreement or otherwise in its capacity as a Member, including that Member's rights to vote, consent and approve Company transactions, to the extent provided in this Agreement; and (d) all obligations, duties and liabilities imposed on that Member under the Act, the Certificate, this Agreement or otherwise in its capacity as a Member, including, without limitation, any obligations to make Capital Contributions. Minimum Gain Chargeback – means the allocations of income and gain provided for in Sections 5.07 and 5.09. Net Income or Net Loss – means, for each Fiscal Year or other period, an amount equal to the Company's taxable income or loss for such year or period, determined in accordance with Code Section 703(a) (for this purpose, all items of income, gain, loss, or deduction required to be stated separately pursuant to Code Section 703(a)(1) shall be included in taxable income or loss), with the following adjustments:

Examples of Member's Rights in a sentence

  • Failure to follow the entire Member's Rights procedure shall result in dismissal of all charges, with prejudice, and destruction of all related records.

  • The Members Rights committee shall counsel a grieving teacher if the teacher so desires.

  • When a grievance arises, said grievance shall first be brought to the attention of the PLSEA Members Rights Committee.

  • Faculty Members' Rights to Revenue from Intellectual Properties to Which Faculty Members Retain Ownership Rights Revenue from all intellectual properties to which Oakton faculty members retain full ownership rights will belong to the creator(s).

  • Faculty Members' Rights to Revenue from Intellectual Properties to Which Faculty Members Retain Ownership Rights: Revenue from all intellectual properties to which Oakton faculty members retain full ownership rights will belong to the creator(s).

  • Member's Rights - Disciplinary Procedures: Employees shall have due process in accordance with the grievance procedure and the Rules of the Detroit Fire Department.

  • Each “Consortium Representative” is authorized to act for and sign this Agreement on behalf of its Members hereinafter known as the "Consortium Members." Rights and responsibilities referenced in this Agreement in regard to "Consortium Representative" shall apply to all the Consortium Members covered under this Agreement; however, each Consortium Representative is responsible only for fulfillment of its individual responsibilities under this Agreement.

  • Members hereinafter known as the "Consortium Members." Rights and responsibilities referenced in this Agreement in regard to "Consortium Representative" shall apply to all the Consortium Members covered under this Agreement; however, each Consortium Representative is responsible only for fulfillment of its individual responsibilities under this Agreement.

Related to Member's Rights

  • Creditors’ Rights has the meaning set forth in Section 3.2(b).

  • Step-In Rights means the right of one party to assume an intervening position to satisfy all terms of an agreement in the event the other party fails to perform its obligations under the agreement.

  • Creditors Rights Laws means any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization, conservatorship, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to its debts or debtors.

  • Rights means, with respect to any Person, warrants, options, rights, convertible securities and other arrangements or commitments which obligate the Person to issue or dispose of any of its capital stock or other ownership interests.

  • TAXPAYERS' RIGHTS AND RESPONSIBILITIES means the rights provided to taxpayers in sections 718.11 , 718.12 , 718.19, 718.23, 718.36, 718.37, 718.38, 5717.011 , and 5717.03 of the Ohio Revised Code and any corresponding ordinances of the Municipality, and the responsibilities of taxpayers to file, report, withhold, remit, and pay municipal income tax and otherwise comply with Chapter 718. of the Ohio Revised Code and resolutions, ordinances, and rules adopted by a municipal corporation for the imposition and administration of a municipal income tax.

  • Membership Interest means a Member’s entire interest in the Company including such Member’s right to receive allocations and distributions pursuant to this Agreement and the right to participate in the management of the business and affairs of the Company in accordance with this Agreement, including the right to vote on, consent to, or otherwise participate in any decision or action of or by the Members granted pursuant to this Agreement.

  • Preemptive Rights has the meaning given such term in Section 6.04(a).

  • Partnership Interest means an ownership interest in the Partnership held by either a Limited Partner or the General Partner and includes any and all benefits to which the holder of such a Partnership Interest may be entitled as provided in this Agreement, together with all obligations of such Person to comply with the terms and provisions of this Agreement.

  • Access Rights means licences and user rights to foreground or background;

  • Membership Rights means all of the rights of a Member in the Company, including a Member’s: (a) Interest; (b) right to inspect the Company’s books and records; (c) right to participate in the management of and vote on matters coming before the Company; and (d) unless this Operating Agreement or the Certificate of Formation provide to the contrary, right to act as an agent of the Company.

  • Remedies means actions designed to restore or preserve the complainant’s equal access to education after a respondent is found responsible. Remedies may include the same individualized services that constitute supportive measures, but need not be non-punitive or non-disciplinary, nor must they avoid burdening the respondent.

  • Preemptive Right has the meaning set forth in Section 5.1 hereof.

  • Right shall have the meaning set forth in the second paragraph hereof.

  • Bankruptcy Code means the United States Bankruptcy Code, as amended from time to time, any successor statute or rule promulgated thereto.

  • Assign means to assign, novate, transfer, part possession with, license, charge, mortgage, become trustee of, grant an option or other right over or otherwise deal with or encumber, and “Assignment” and “Assignee” shall have comparable meanings;

  • Call Rights As defined in Section 9.01(f).

  • Financial Rights means a Member's rights as a member of the LLC (a) to share in Net Income and Net Loss to the extent provided in this Agreement, and (b) to share in distributions to the extent provided in this Agreement.

  • Non-Permitted Transferee A Person other than a Permitted Transferee.

  • Dissent Rights means the rights of dissent in respect of the Arrangement described in the Plan of Arrangement;

  • Constituent College means a college or institution established and maintained by the University;

  • First Refusal Right means the right granted to the Corporation in accordance with Article E.

  • Economic Interest means a Person’s right to share in the income, gains, losses, deductions, credits, or similar items of the Company, and to receive Distributions from the Company, but excluding any other rights of a Member, including the right to vote or to participate in management, or, except as may be provided in the Act, any right to information concerning the business and affairs of the Company.

  • Rights Holders Special Meeting" means a meeting of the holder of Rights called by the Board of Directors for the purpose of approving a supplement or amendment to this Agreement pursuant to Subsection 5.4(c);

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.

  • Divest means, with respect to a Distracting Product, the sale, exclusive license or other transfer by the applicable Party and its Affiliates of all of their development and commercialization rights with respect to such Distracting Product to a Third Party without the retention or reservation of any development or commercialization obligation, interest or participation rights (other than solely an economic interest or the right to enforce customary terms contained in the relevant agreements effectuating such transaction).

  • Delegate means any delegate, agent, attorney or co-trustee appointed by the Security Agent.