Membership Interests of the Company definition

Membership Interests of the Company means the limited liability company interests in the Company, including a member’s right to distributions and its economic interest in the Net Profits and Net Losses and its right to participate in the management of the business and affairs of the Company, including the right to appoint any Managers hereunder, and to vote on, consent to, or otherwise participate in any decision or action of or by a member, in each case pursuant to the terms of this Operating Agreement and the Delaware Act. All Membership Interests of the Company shall be evidenced by a Certificate of Interest pursuant to Section 8.5.

Examples of Membership Interests of the Company in a sentence

  • Each certificate shall state the name of the Company, the fact that the Company is a limited liability company organized under the laws of the State of Delaware, the name of the person to whom the certificate is being issued, the date of issuance and the percentage of Membership Interests of the Company represented thereby.

  • All of the Units issued and outstanding at any time shall constitute 100% of the Membership Interests of the Company.

  • Meetings of the Company may be called by the Manager and shall be called by the Manager upon the written request of the Members holding at least twenty-five (25%) percent of the Membership Interests of the Company.

  • The Members shall not have a preemptive right to acquire additional, unissued or treasury Membership Interests of the Company or securities of the Company, convertible into or carrying a right to subscribe to acquire Membership Interests.

  • The Membership Interests of the Company shall for all purposes be personal property.

  • The Membership Interests constitute one hundred percent (100%) of the total issued and outstanding Membership Interests of the Company.

  • Upon execution of this Agreement, the Initial Member shall be issued one thousand Units which shall, as of such time, constitute all of the Membership Interests of the Company.

  • Mitigating factors include things such as, but not limited to: • Unexpected impairment from prescription or over the counter medication;• Side effects from medical treatment or an illness or injury;• Impairment from fatigue due to a personal trauma, sleep deprivation or other issue; or• Any similar factor that may cause impairment but is not the result of inappropriate alcohol or other drug consumption.

  • Each of the Members has acquired the percentage and type of the Membership Interests of the Company, including the establishment of a Capital Account, if applicable, as consideration for the capital contributions, if applicable, all as forth opposite such Member’s name on Exhibit A hereto.

  • So long as the Xxxx Member continues to own any Membership Interests of the Company, the Xxxx Member shall have the right to appoint one Manager, who initially shall be Xxxxx Xxxx (the “Xxxx Manager”).

Related to Membership Interests of the Company

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

  • Pledged Partnership Interests means all interests in any general partnership, limited partnership, limited liability partnership or other partnership including, without limitation, all partnership interests listed on Schedule 4.4(A) under the heading “Pledged Partnership Interests” (as such schedule may be amended or supplemented from time to time) and the certificates, if any, representing such partnership interests and any interest of such Grantor on the books and records of such partnership or on the books and records of any securities intermediary pertaining to such interest and all dividends, distributions, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such partnership interests.

  • Partnership Interests shall have the meaning specified in Section 6.3 [Subsidiaries].

  • 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.

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.

  • Ownership Interests means, with respect to any entity, any ownership interests in the entity and any economic rights (such as a right to distributions, net cash flow or net income) to which the owner of such ownership interests is entitled.

  • Indirect Ownership Interest means an ownership interest in an entity that has an ownership interest in another entity. Indirect ownership interest includes an ownership interest in an entity that has an indirect ownership interest in another entity.

  • Preferred Interests means, with respect to any Person, Equity Interests issued by such Person that are entitled to a preference or priority over any other Equity Interests issued by such Person upon any distribution of such Person’s property and assets, whether by dividend or upon liquidation.

  • 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.

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

  • Common Interests of any Person means Capital Interests in such Person that do not rank prior, as to the payment of dividends or as to the distribution of assets upon any voluntary or involuntary liquidation, dissolution or winding up of such Person, to Capital Interests of any other class in such Person.

  • Transferred Interests has the meaning set forth in the Recitals.

  • Company Interests has the meaning set forth in the Recitals.

  • Applicable Ownership Interest means, with respect to the Treasury portfolio,

  • Preferred Equity Interests means, with respect to any Person, Equity Interests in such Person which are entitled to preference or priority over any other Equity Interest in such Person in respect of the payment of dividends or distribution of assets upon liquidation or both.

  • 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.

  • Membership Units has the meaning set forth in the Recitals.

  • 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.

  • Partnership Units or “Units” has the meaning provided in the Partnership Agreement.

  • Class B Interests As set forth in the Trust Agreement.

  • Existing Equity Interests means any Equity Security, including all issued, unissued, authorized, or outstanding shares of capital stock and any other common stock, preferred stock, limited liability company interests, and any other equity, ownership, or profit interests of Mariposa Intermediate, including all options, warrants, rights, stock appreciation rights, phantom stock rights, restricted stock units, redemption rights, repurchase rights, convertible, exercisable, or exchangeable securities, or other agreements, arrangements, or commitments of any character relating to, or whose value is related to, any such interest or other ownership interest in Mariposa Intermediate, whether or not arising under or in connection with any employment agreement and whether or not certificated, transferable, preferred, common, voting, or denominated “stock” or a similar security.

  • Intercompany Interests means an Interest in a Debtor held by another Debtor and, for the avoidance of doubt, excludes the Existing Equity Interests.

  • New Equity Interests means the limited liability company

  • Pledged Partnership Agreements means all of each Grantor’s rights, powers, and remedies under the partnership agreements of each of the Pledged Companies that are partnerships.

  • Continuing ownership interest means ownership of or entitlement to more than twenty five per cent of shares or capital or profits of the company;

  • Subsidiary Interests means, collectively, the issued and outstanding shares of stock of the Subsidiary Debtors as of the Petition Date and any options, warrants or other contractual rights to acquire any shares of stock of the Subsidiary Debtors as of the Petition Date.