Majority in Interest of the remaining Members definition

Majority in Interest of the remaining Members means those Members holding a majority of the outstanding Units, excluding the Member in question and that Member’s Units. In this regard, Unit(s) or any portion thereof that are the subject of an effective Transfer to an Assignee not a Substitute Member shall not be considered outstanding Units.
Majority in Interest of the remaining Members means and refer to any Remaining Member (or group of Remaining Members) whose Sharing Ratio(s) exceed(s) fifty percent (50%) of the Sharing Ratios of all Remaining Members, individually or in the aggregate.
Majority in Interest of the remaining Members means Members (other than the Dissociating Member) holding a majority of the Capital Interests (determined, however, by disregarding the Capital Interest of the Dissociating Member) and a majority of the profits allocated (determined, however, by disregarding the profits allocable to the Dissociating Member) based on any reasonable estimate of profits from the date of the dissociation of the Dissociating Member to the termination of the Company, taking into account present and future allocations of profits under this Operating Agreement as in effect at that time.

Examples of Majority in Interest of the remaining Members in a sentence

  • Upon the dissolution of the Company, TSMC (or if TSMC is no longer a Member, a liquidating trustee appointed by a Majority in Interest of the remaining Members) shall wind up the affairs of the Company (such Person or Persons herein collectively called the "LIQUIDATING PERSON").

  • The Effective Date of this Agreement is February 28, 2006, and the term of the Company shall be perpetual, unless earlier dissolved and terminated (and not reconstituted by at least a Majority in Interest of the remaining Members, as provided for in this Agreement) pursuant to the Act or any provision of this Agreement.

  • Unless the continuation of the Company's business is approved by the affirmative vote or consent of a Majority in Interest of the remaining Members within ninety (90) days of an event of withdrawal, the Company shall immediately dissolve.

  • As contemplated in the Articles, upon the resignation, expulsion, Bankruptcy or dissolution of a Member, or the occurrence of any other event which terminates the continued membership of a Member, the Company shall, except as otherwise explicitly provided herein, be immediately dissolved (a "Dissolution Event"), unless a Majority in Interest of the remaining Member(s) consent to the continuation of the business of the Company within ninety (90) days of the Dissolution Event.

  • Upon the occurrence of an Event of Withdrawal of the last remaining Managing Member, a Majority in Interest of the remaining Members within ninety (90) days after the occurrence of such Event of Withdrawal, may elect to continue the business of the Company and designate a new Managing Member ("Substituted Managing Member") who consents to and accepts such designation as of the date of such Event.

  • If any Member withdraws from the Company with the consent of a Majority in Interest of the remaining Members (other than pursuant to Paragraph 7.7), then such Member automatically shall receive from the Company a payment equal to the Member's Capital Account balance as adjusted as of the effective date of the written election of withdrawal (the "Termination Payment").

  • The agreement of the holders of a Majority in Interest of the remaining Members entitled to vote (whether or not voting) shall constitute the consent of the Members to the continuation of the Company.

  • If any Member withdraws from the Company with the consent of a Majority in Interest of the remaining Members (other than pursuant to Paragraph 7.7), then such Member --------- automatically shall receive from the Company a payment equal to the Member's Capital Account balance as adjusted as of the effective date of the written election of withdrawal (the "TERMINATION PAYMENT").

  • Upon the occurrence of any of the events described in Section 11.1(f) above with respect to any of the Members, the business of the Company will be continued if within ninety (90) calendar days a Majority in Interest of the remaining Members elect to continue the business of the Company.

  • Should at least a Majority in Interest of the remaining Members not elect to appoint a Substituted Managing Member and continue the business, then the Company's business shall be wound up and the Company shall be liquidated pursuant to the provisions of Article IX.


More Definitions of Majority in Interest of the remaining Members

Majority in Interest of the remaining Members means Members other than RCL owning a majority of the outstanding Units held by such Members.
Majority in Interest of the remaining Members means Members other than SSCI owning a majority of the outstanding Units held by such Members.
Majority in Interest of the remaining Members means, as of the date of the bankruptcy, withdrawal, or resignation of the Manager, the Members holding a majority of the Capital Interests.

Related to Majority in Interest of the remaining Members

  • Majority in Interest of the Partners means Partners holding in the aggregate Percentage Interests that are greater than fifty percent (50%) of the aggregate Percentage Interests of all Partners entitled to Consent to or withhold Consent from a proposed action.

  • Majority in Interest of the Members means Members whose Percentage Interests aggregate to greater than fifty percent of the Percentage Interests of all Members.

  • Majority in Interest As to any Class of Regular Certificates, the Holders of Certificates of such Class evidencing, in the aggregate, at least 51% of the Percentage Interests evidenced by all Certificates of such Class.

  • Majority in Interest of the Limited Partners means Limited Partners holding in the aggregate Percentage Interests that are greater than fifty percent (50%) of the aggregate Percentage Interests of all Limited Partners.

  • Remaining Members has the meaning set forth in Section 11.2.

  • Majority Members means Members holding a majority of the Units owned by all Members or if there is only one Member, such Member.

  • Majority in Interest of Noteholders means, as of a particular date of determination and subject to Section 2.16 of the Indenture, the holders of at least a majority in aggregate unpaid principal amount of all Equipment Notes outstanding as of such date (excluding any Equipment Notes held by the Company or any Affiliate thereof, it being understood that a Pass Through Trustee shall be considered an Affiliate of the Company as long as more than 50% in the aggregate face amount of Pass Through Certificates issued by the corresponding Pass Through Trust are held by the Company or an Affiliate of the Company or a Pass Through Trustee is otherwise under the control of the Company or such Affiliate of the Company (unless all Equipment Notes then outstanding are held by the Company or any Affiliate thereof, including the Pass Through Trustees which are considered Affiliates of the Company pursuant hereto)); provided that for the purposes of directing any action or casting any vote or giving any consent, waiver or instruction hereunder, any Noteholder of an Equipment Note or Equipment Notes may allocate, in such Noteholder’s sole discretion, any fractional portion of the principal amount of such Equipment Note or Equipment Notes in favor of or in opposition to any such action, vote, consent, waiver or instruction.

  • Founding Members means the collective reference to American Multi-Cinema, Inc., a Missouri corporation, Cinemark Media, Inc., a Delaware corporation, and Regal CineMedia Holdings, LLC, a Delaware limited liability company.

  • Majority in Interest of Note Holders Make-Whole Amount" or "Note Holder," or the percentage of Note Holders required to take or approve any action hereunder, (ii) reduce the amount, or change the time of payment or method of calculation of any amount, of Original Amount, Make-Whole Amount, if any, or interest with respect to any Equipment Note, or alter or modify the provisions of Article III hereof with respect to the order of priorities in which distribution thereunder shall be made as among the Note Holders, the Owner Trustee and Lessee, (iii) reduce, modify or amend any indemnities in favor of the Owner Trustee, the Mortgagee or the Note Holders (except that the Owner Trustee (in its individual capacity) or the Mortgagee, as the case may be, may consent to any waiver or reduction of an indemnity payable to it) or the other Indenture Indemnitees, (iv) consent to any change in the Trust Indenture or the Lease which would permit redemption of Equipment Notes earlier than permitted under Section 2.10 or 2.11 hereof or the purchase or exchange of the Equipment Notes other than as permitted by Section 2.13 hereof, (v) except as contemplated by the Lease or the Participation Agreement, reduce the amount or extend the time of payment of Basic Rent, Stipulated Loss Value, or Termination Value for the Aircraft in each case as set forth in the Lease, or modify, amend or supplement the Lease or consent to any assignment of the Lease, in either case releasing Lessee from its obligations in respect of the payment of Basic Rent, Stipulated Loss Value or Termination Value for the Aircraft or altering the absolute and unconditional character of the obligations of Lessee to pay Rent as set forth in Sections 3 and 16 of the Lease or (vi) permit the creation of any Lien on the Trust Indenture Estate or any part thereof other than Permitted Liens or deprive any Note Holder of the benefit of the Lien of this Trust Indenture on the Trust Indenture Estate, except as provided in connection with the exercise of remedies under Article IV hereof.

  • Majority Vote means a vote made by more than half of the Members who are present at a Meeting and who are entitled to vote and voting at that Meeting upon a resolution put to that Meeting.

  • Super Majority Vote means, the affirmative vote of the holders of Outstanding Interests of all Series representing at least two thirds of the total votes that may be cast by all such Outstanding Interests, voting together as a single class.

  • Unit Majority means (i) during the Subordination Period, at least a majority of the Outstanding Common Units (excluding Common Units owned by the General Partner and its Affiliates), voting as a class, and at least a majority of the Outstanding Subordinated Units, voting as a class, and (ii) after the end of the Subordination Period, at least a majority of the Outstanding Common Units.

  • Class A Members means those Members who have purchased Class A Interests.

  • Founding Member means any individual who is either:

  • Majority Interest means one or more Members who in the aggregate hold more than 50% of all Membership Shares.

  • Voting Members has the meaning set forth in Section 4.07(b).

  • Initiating Member has the meaning set forth in Section 7.5.

  • Super Majority has the meaning set forth in paragraph 5(b) of Annex I.

  • Majority Investors means, as of any date, the holders of a majority of the Investor Shares outstanding on such date.

  • Supermajority Vote means the affirmative vote of at least seventy-five percent (75%) of the Members.

  • majority of the outstanding shares means the lesser of (a) sixty-seven percent (67%) or more of the shares present at a meeting if more than fifty percent (50%) of these shares are present or represented by proxy, or (b) more than fifty percent (50%) of the outstanding shares.

  • Required Majority means a required majority, as defined in Section 57(o) of the Act.7

  • Voting Member means a Member holding one or more Voting Shares.

  • special majority means the majority of votes described in §11.2 which is required to pass a special resolution. Act and Interpretation Act Definitions Applicable

  • Investor Majority means [the holders of at least [ ] per cent of Series A Shares from time to time] [Note: amend as appropriate];

  • Defaulting Member the meaning set forth in Section 3.2(a).