Membership Interest Certificate definition

Membership Interest Certificate has the meaning set forth in Section 3.7(b)(i).
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Membership Interest Certificate has the meaning set forth in Section 2.2.
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Membership Interest Certificate and “Membership Interest Certificates” are defined in Section 4.7.
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Examples of Membership Interest Certificate in a sentence

  • The Sole Member has made a capital contribution to the Company and shall have a 100% membership equity interest in the Company, including any and all benefits to which the Sole Member is entitled under this Agreement and the obligations of the Sole Member under this Agreement, as evidenced by a Membership Interest Certificate (the “Membership Interest”).

  • This Membership Interest Certificate may be transferred by the lawful holders hereof only in accordance with the provisions of the Agreement and applicable law.

  • Dated as of: By: Name: Title: In presence of: NOTICE: The signature to this assignment must correspond with the name as written upon the face of the Membership Interest Certificate in every particular, without alternation or enlargement or any change whatsoever.

  • Xxxxx Title: Manager EXHIBIT A Form of Membership Interest Certificate THE INTEREST REPRESENTED BY THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY OTHER SECURITIES LAWS.

  • Each such Membership Interest Certificate shall be denominated in terms of the number of Units evidenced by such Membership Interest Certificate and shall be signed by the Managing Member or an Officer on behalf of the Company.

  • Each Membership Interest Certificate shall be signed by two Officers and shall bear the following legend: “The Unit(s) of Membership Interest represented by this certificate is(are) subject to and transferable only in compliance with the Joint Venture Operating Agreement of The Taubman Realty Group LLC, as the same may be amended or supplemented from time to time (the “Operating Agreement”), a copy of which is on file at the office of The Taubman Realty Group LLC.

  • Effective upon the Closing and the delivery by Purchaser of the Class B Joinder to the Secretary of the Company, pursuant to the terms of the LLC Agreement, each Seller shall no longer be a member of the Company in accordance with Section 18-702(b)(3) of the Delaware Act and shall have no further duty, liability, or obligation under the LLC Agreement and the Class B Preferred Membership Interest Certificate.

  • In each such case, the applicant for a substitute Membership Interest Certificate shall furnish to the Chief Executive Officer or the Board of Directors evidence to its satisfaction of the loss, theft, or destruction of such Membership Interest Certificate and of the ownership thereof, and also such security or indemnity as the Chief Executive Officer or the Board of Directors may reasonably require.

  • In the event that any Membership Interest Certificate shall be lost, stolen, or destroyed, the Chief Executive Officer or the Board of Directors may authorize the issuance of a substitute Membership Interest Certificate in place of the Membership Interest Certificate so lost, stolen, or destroyed.

  • Effective upon the Closing, Purchaser hereby assumes any and all obligations of each Seller in respect of its Class B Preferred Membership Interests under the LLC Agreement, Class B Preferred Membership Interest Certificate and the Delaware Act.


More Definitions of Membership Interest Certificate

Membership Interest Certificate is defined in Section 8.1(A) of this Agreement.
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Membership Interest Certificate means a certificate acceptable to the Designated Manager executed by the proposed transferee of a Membership Interest or new member to be admitted to the Company and delivered to the Designated Manager in accordance with Section 10(d) hereof.
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Membership Interest Certificate means a certificate issued and endorsed by the Company which evidences the ownership of membership interests in the Company. In addition to the foregoing, Seller hereby specifically agrees and acknowledges that until the Final Closing, Seller shall give the Buyer possession and control of the Membership Interest Certificate representing the Class B Units, and will and may not, at any time cause the Company to issue (1) any replacement or substitution of the Membership Interest Certificate representing the Class B Units or (2) any other new membership interests in the Company..
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Membership Interest Certificate means a certificate issued and endorsed by the Company which evidences the ownership of Units.
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Related to Membership Interest Certificate

  • Residual Interest Certificate means any of the Class R-I Certificates, the Class R-II Certificates, the Class R-III Certificates or, if issued in accordance with Section 2.06, the Class R-LR Certificates.

  • 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.

  • Membership Interests has the meaning set forth in the recitals.

  • Digital Certificate means an electronic device used to verify identity or protect electronic messages.

  • Trust Certificate means a certificate evidencing the beneficial interest of a Certificateholder in the Trust, substantially in the form of Exhibit A to the Trust Agreement.

  • Beneficial Ownership Interest means the right to receive payments and notices with respect to the Bonds held in a Book Entry System.

  • Limited Partnership Interest means the ownership interest of a Limited Partner in the Partnership at any particular time, including the right of such Limited Partner to any and all benefits to which such Limited Partner may be entitled as provided in this Agreement and in the Act, together with the obligations of such Limited Partner to comply with all the provisions of this Agreement and of the Act.

  • Class ___ Certificate Any one of the Certificates executed and authenticated by the Trustee or the Authenticating Agent on behalf of the Depositor in substantially the form set forth in Exhibit ____ hereto.

  • Gift certificate means a merchandise certificate conspicuously designated as a gift certificate, and purchased by a buyer for use by a person other than the buyer.

  • Residual Certificate The Class R Certificate.

  • Book-Entry Preferred Securities Certificates means a beneficial interest in the Preferred Securities Certificates, ownership and transfers of which shall be made through book entries by a Clearing Agency as described in Section 5.11.

  • Partnership Interest means an interest in the Partnership, which shall include the General Partner Interest and Limited Partner Interests.

  • Ownership Certificate An equity certificate representing a 100% undivided beneficial ownership interest in the Trust, substantially in the form attached as part of Exhibit A to the Trust Agreement.

  • Residual Certificates As specified in the Preliminary Statement.

  • Deemed Partnership Interest Value means, as of any date with respect to any class of Partnership Interests, the Deemed Value of the Partnership Interests of such class multiplied by the applicable Partner's Percentage Interest of such class.

  • Class L Certificate means any of the Certificates with a "Class L" designation on the face thereof, substantially in the form of Exhibit A-4 attached hereto, and evidencing a portion of a class of "regular interests" in REMIC III for purposes of the REMIC Provisions.

  • Grantor Trust Certificates Any class of commercial mortgage pass-through certificates issued under this Agreement that is designated as evidencing an interest in the Grantor Trust. The Class S Certificates and the Class VRR Certificates shall be the only Classes of Grantor Trust Certificates issued under this Agreement.

  • Class R-I Certificate Any one of the Class R-I Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit D and evidencing an interest designated as a "residual interest" in REMIC I for purposes of the REMIC Provisions.

  • Class K Certificate means any of the Certificates with a "Class K" designation on the face thereof, substantially in the form of Exhibit A-4 attached hereto, and evidencing a portion of a class of "regular interests" in REMIC III for purposes of the REMIC Provisions.

  • Certificate Percentage Interest means, with respect to a Certificate, the percentage specified on such Certificate as the Certificate Percentage Interest, which percentage represents the beneficial interest of such Certificate in the Trust. The initial Certificate Percentage Interest held by the Depositor shall be 100%.

  • Preferred Securities Certificate means a certificate evidencing ownership of Preferred Securities, substantially in the form attached as Exhibit C.

  • Controlling ownership interest means ownership of or entitlement to more than twenty-five percent of shares or capital or profits of the company;

  • Capital Securities Certificate means a certificate evidencing ownership of Capital Securities, substantially in the form attached as Exhibit C.

  • Class R-II Certificate Any one of the Class R-II Certificates executed by the Trustee and authenticated by the Certificate Registrar substantially in the form annexed hereto as Exhibit D and evidencing an interest designated as a "residual interest" in REMIC II for purposes of the REMIC Provisions.

  • Definitive Preferred Securities Certificates means Preferred Securities issued in certificated, fully registered form that are not Global Preferred Securities.

  • Residual Ownership Interest Any record or beneficial interest in the Class R Certificates.