Examples of LLC Membership Interests in a sentence
In consideration for the sale and purchase of the LLC Membership Interests, IGU shall pay to AIDEA the sum of $54,000,000, plus the amount of the Calculated Return as of the Closing Date.
Upon the terms and subject to the conditions of this Agreement, at the Closing, AIDEA shall sell and transfer to IGU all of AIDEA’s right, title and interest in and to the LLC Membership Interests, and IGU shall purchase and acquire from AIDEA the LLC Membership Interests.
At any time and from time to time from and after the Closing, AIDEA shall take all action IGU shall reasonably request in order to (a) fully and effectively vest in IGU all of AIDEA’s right, title and interest in and to the LLC Membership Interests, and (b) permit IGU full and effective control over the Acquired Companies and the Operations.
Xxxxxxx, spouse of Seller Xxxxxx Xxxxxxx, consents to Seller Xxxxxx Xxxxxxx’x sale of his portion of the LLC Membership Interests in accordance with the terms of this Agreement.
AIDEA covenants that its obligation to purchase the LLC Membership Interests is not affected by the Harvest Alaska Contracts, and AIDEA, as a corporation with its own separate existence, agrees that it will not take any action prior to the Closing Date to (i) challenge the validity of the Harvest Alaska Contracts in any regulatory proceeding, or (ii) otherwise delay or impede the approval of the Harvest Alaska Contracts in any regulatory proceeding.
Wilmington, County of Xxx Xxxxxx, Xxxxxxxx 00000 Exhibit A CERTIFICATE EVIDENCING LIMITED LIABILITY COMPANY INTERESTS OF ASTRAZENECA FINANCE LLC Membership Interests Certificate Number This certifies that is the registered holder of % of the Membership Interests in AstraZeneca Finance LLC, a limited liability company organized under the laws of the State of Delaware (the “Company”).
In consideration for the sale and purchase of the LLC Membership Interests, XXXXX shall pay to Sellers’ Representative the total sum of $52,500,000, plus the amount of the Net Working Capital the Acquired Companies have on the Closing Date, up to a maximum amount of $1,500,000 in Net Working Capital.
At the Closing, the Vendor hereby agrees to sell and will convey, transfer and deliver to the Purchaser, and the Purchaser hereby agrees to purchase and will receive from the Vendor all of the Vendor’s Membership Interest, which Vendor’s Membership Interest shall represent all of the issued and outstanding LLC Membership Interests as of Closing.
Upon the terms and subject to the conditions of this Agreement, at the Closing, Sellers shall sell and transfer to AIDEA all of Sellers’ right, title and interest in and to the LLC Membership Interests, and AIDEA shall purchase and acquire from Sellers the LLC Membership Interests.
Sellers’ transfers of the LLC Membership Interests to AIDEA are authorized.