Common use of Approved Sales Clause in Contracts

Approved Sales. (d) If the Members representing a Majority Interest approve the sale of the Company to a Person (whether by merger, consolidation, sale of all or substantially all of its assets or sale of all of the outstanding Membership Interests) (an “Approved Sale”), each Member and Permitted Transferee will consent to, vote for, and raise no objections against, and waive dissenters and appraisal rights (if any) with respect to, the Approved Sale, and if the Approved Sale is structured as a sale of Membership Interests, each Member and Permitted Transferee will agree to sell and will be permitted to sell all of such Member’s and Permitted Transferee’s Membership Interest on the terms and conditions approved by the Members representing a Majority Interest. Each Member and Permitted Transferee will take all necessary and desirable actions in connection with the consummation of an Approved Sale.

Appears in 2 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Delek Logistics Partners, LP)

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Approved Sales. (d) If the Members representing a Majority Interest approve the sale of the Company to a Person (whether by merger, consolidation, sale of all or substantially all of its assets or sale of all of the outstanding Membership Interests) other than in connection with an IPO Restructuring Transaction pursuant to Section 14.4 (an “Approved Sale”), each Member and Permitted Transferee will consent to, vote for, and raise no objections against, and waive dissenters and appraisal rights (if any) with respect to, the Approved Sale, and if the Approved Sale is structured as a sale of Membership Interests, each Member and Permitted Transferee will agree to sell and will be permitted to sell all of such Member’s and Permitted Transferee’s Membership Interest on the terms and conditions approved by the Members representing a Majority Interest. Each Member and Permitted Transferee will take all necessary and desirable actions in connection with the consummation of an Approved Sale.

Appears in 2 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Delek Logistics Partners, LP)

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