Proposing Member definition
Examples of Proposing Member in a sentence
The Proposing Member shall submit to the Members any such proposed amendment together with an opinion of counsel as to the legality of such amendment and the recommendation of the Member as to its adoption.
For the avoidance of doubt, the parties acknowledge and agree that in the event the Proposing Member elects to send a Buy/Sell Notice, the Proposing Member must offer to purchase all of the limited liability company interests of the Non-Proposing Member in the Company (i.e., the Proposing Member may not offer to purchase less than 100% of all of the Non-Proposing Members’ membership interest in the Company).
Upon rejection of a Company Opportunity, the Proposing Member shall be permitted to pursue such Company Opportunity for its own account.
If requested by the Offeree Member, the Proposing Member will use its commercially reasonable efforts to provide the Offeree Member, as promptly as practicable, with such information concerning the applicable Excluded Development/Exploration Property as was made available to the Person that made the Third Party Offer for the purposes of determining whether to accept an Other Member Offer.
The Offer Notice will include an offer (the “Other Member Offer”) to sell the Excluded Development/Exploration Property that is subject to the Third Party Offer to the Offeree Member at the same price and on substantially the same terms contained in the Third Party Offer (which may be no more favorable to the Proposing Member than the terms of the Third Party Offer).