Membership Points definition

Membership Points means, as of any date, with respect to a Member, the number of Membership Points set forth opposite that Member's name on Schedule 1 hereto, as adjusted from time to time pursuant hereto and as in effect on that date.
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Membership Points means the aggregate of Gold Points and Gold Reward Points;
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Membership Points means, as of any date, with respect to a Member, the number of Common or Preferred Membership Points relating to the Member's LLC Interest set forth opposite such Member's name on Schedule 1 hereto, and as in effect on such date. For all voting purposes, Membership Points owned by Non-voting Members may not be voted and are not counted in the calculation of total Membership Points outstanding.
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Examples of Membership Points in a sentence

  • At any meeting of the Voting Members, the presence of (a) Preferred Members owning a majority of the Preferred Membership Points and (b) Common Members owning a majority of the Common Membership Points, other than Common Membership Points owned by Non-voting Members, shall constitute a quorum.

  • In the event (a) the Membership Points of any Common Member shall be adjusted, by Transfer or otherwise, during any Fiscal Year or (b) any Common Member shall be admitted to the LLC during any Fiscal Year, any distributions and any allocations to such Member pursuant to this Article 6 shall be made based on the average of the Member's Membership Points for such Fiscal Year, determined on a monthly basis.

  • At any meeting of Voting Members, the presence of Members owning LLC Interests representing a majority of the Membership Points, other than LLC Interests representing Membership Points owned by Non-Voting Members, shall constitute a quorum.

  • The name, mailing address, initial capital contribution and Membership Points of each Member shall be listed on Schedule 1 hereto.

  • The Members of the LLC, and the capital account balances and Membership Points of each Member in the LLC, shall be as set forth on Schedule 4.4(b) hereto.

  • There shall be allocated to the Class B Members, pro rata with respect to their holdings of Class B Membership Points, profits equal to the Oregon Manager FCF.

  • The name, mailing address, initial capital contribution and Membership Points of each Member shall be listed on Schedule 2.

  • In the event (i) the Membership Points of any Member shall be adjusted, by Transfer or otherwise, during any Fiscal Year or (ii) any Member shall be admitted to the Company during any Fiscal Year, any distributions and any allocations to such Member pursuant to this Section 6.3 shall be made based on the average of the Member's LLC Interest for such Fiscal Year, determined on a monthly basis.

  • After March 31, 2006 and provided that they own LLC Interests with an aggregate of at least 3% of the then outstanding Membership Points, the Principals shall be entitled to designate or redesignate one of the five Managers by Majority Vote of the Principals (or at least 20% of the Managers if the number of Managers is adjusted) by written notice to the Board of their designee.

  • At the Purchase Closing Date, Xxxxxxxxx shall deliver to the Principal, or his or its Permitted Transferees, as the case may be, the Purchase Price by certified check or wire transfer of immediately available funds against delivery of the LLC Interests and associated Membership Points, free and clear of all liens, security interests and other encumbrances, and any other documents or instruments of transfer as Xxxxxxxxx may reasonably request.


More Definitions of Membership Points

Membership Points has the meaning assigned to such term in the LLC Agreement.
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Related to Membership Points

  • Membership Card means a card issued by the Club to indicate membership of a Membership Scheme.

  • membership dues means the dues established pursuant to the constitution of the Association as the dues payable by employees as a consequence of their membership in the Association and shall not include any initiation fee, insurance premium or special levy (« cotisations » ou « retenues syndicales »);

  • Membership means the definition of that term under section 6 as in effect for the particular fiscal year for which a particular calculation is made.

  • Membership service means service as an employee rendered while a contributing member of the

  • DG means Distributed Generation.

  • economic operators means the manufacturer, the authorised representative, the importer and the distributor;

  • economic resources means assets of every kind, whether tangible or intangible, movable or immovable, which are not funds, but may be used to obtain funds, goods or services;

  • Membership Agreement means the agreement between the Foundation and each Member regarding each such Member’s rights and obligations as a Member.

  • Membership Units means membership interests in the Company.

  • economic operator means any natural or legal person or public entity or group of such persons and/or entities which offers the execution of works and/or a work, the supply of products or the provision of services on the market;

  • Co-pilot means a pilot operating other than as pilot-in-command, on an aircraft for which more than one pilot is required, but excluding a pilot who is on board the aircraft for the sole purpose of receiving flight instruction for a licence or rating.

  • Taxable value per membership pupil means each of the following divided by the district’s membership:

  • FPS means the Facilities, Planning, and Safety Program within the Public Health Division of the Oregon Health Authority (OHA).

  • Fresh water means water, such as tap water, that has not been previously used in a process operation or, if the water has been recycled from a process operation, it has been treated and meets the effluent guidelines for chromium wastewater.

  • GP means Gottbetter & Partners, LLP.

  • DGS&D means Directorate General of Supplies and Disposals

  • Production company means a person or entity engaged in the business of making motion picture, television, or radio images for theatrical, commercial, advertising, or education purposes; Reserved

  • Partnership Percentage means the percentage share of each Partner in the Net Income or Net Loss of the Partnership. The Partners’ initial Partnership Percentages shall be proportionate to the Partners’ initial Capital Contributions to the Partnership. Thereafter, subject to Section 1.68(g), such Partnership Percentages shall be adjusted only to reflect a disproportionate Capital Contribution by one or more Partners or a disproportionate distribution to one or more Partners, with disproportion being determined in accordance with Sections 4.2(a) and 4.5(b), except as set forth in Section 1.68(f).

  • Excess Ownership Position means any of the following: (i) the Equity Percentage exceeds 9.0%, (ii) Dealer or any “affiliate” or “associate” of Dealer would own in excess of 14.0% of the outstanding Shares for purposes of Section 203 of the Delaware General Corporation Law or (iii) Dealer, Dealer Group (as defined below) or any person whose ownership position would be aggregated with that of Dealer or Dealer Group (Dealer, Dealer Group or any such person, a “Dealer Person”) under any federal, state or local laws, regulations or regulatory orders applicable to ownership of Shares (“Applicable Laws”), owns, beneficially owns, constructively owns, controls, holds the power to vote or otherwise meets a relevant definition of ownership in excess of a number of Shares equal to (x) the number of Shares that would give rise to reporting or registration obligations (except for any filings of Form 13F, Schedule 13D or Schedule 13G under the Exchange Act) or other requirements (including obtaining prior approval by a state or federal regulator) of a Dealer Person under Applicable Laws and with respect to which such requirements have not been met or the relevant approval has not been received minus (y) 1% of the number of Shares outstanding on the date of determination. The “Equity Percentage” as of any day is the fraction, expressed as a percentage, (A) the numerator of which is the number of Shares that Dealer and any of its affiliates or any other person subject to aggregation with Dealer, for purposes of the “beneficial ownership” test under Section 13 of the Exchange Act, or of any “group” (within the meaning of Section 13) of which Dealer is or may be deemed to be a part (Dealer and any such affiliates, persons and groups, collectively, “Dealer Group”), beneficially owns (within the meaning of Section 13 of the Exchange Act), without duplication, on such day and (B) the denominator of which is the number of Shares outstanding on such day (including, solely for such purpose, Shares that would be deemed outstanding pursuant to the last sentence of Rule 13d-3(d)(1)(i) if such sentence were applicable to the calculation of clause (B) of the definition of Equity Percentage).

  • Eligible production company means that term as defined under section 455 of the Michigan business tax act, 2007 PA 36, MCL 208.1455.

  • Municipal Separate Storm Sewer System Management Program means a management program covering the duration of a state permit for a municipal separate storm sewer system that includes a comprehensive planning process that involves public participation and intergovernmental coordination, to reduce the discharge of pollutants to the maximum extent practicable, to protect water quality, and to satisfy the appropriate water quality requirements of the CWA and regulations, and this article and its attendant regulations, using management practices, control techniques, and system, design, and engineering methods, and such other provisions that are appropriate.

  • Anti-Ragging Helpline means the Helpline established under clause (a) of Regulation 8.1 of these Regulations.

  • Business Unit means the assets constituting the business or a division or operating unit thereof of any Person.

  • Gray water means sewage from bathtubs, showers, bathroom sinks, washing machines, dishwashers, and kitchen sinks. It includes sewage from any source in a residence or structure that has not come into contact with toilet wastes.

  • Units means the units of the Company, each comprised of one share of Common Stock and one-half of one Warrant.

  • Combined state and local revenue per membership pupil means the district’s combined state and local revenue divided by the district’s membership excluding special education pupils.