Second Member definition

Second Member shall have the meaning attributed to it in Section 4.3.
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Second Member has the meaning set forth in Section 5.6(a) hereof.
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Second Member has the meaning set forth in the Recitals. Section 705(a)(2)(B) Expenditures: means non-deductible expenditures of the Company that are described in Section 705(a)(2)(B) of the Code, and organization and syndication expenditures and disallowed losses to the extent that such expenditures or losses are treated as expenditures described in Section 705(a)(2)(B) of the Code pursuant to Treas. Reg. § 1.704-1(b)(2)(iv)(i).
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Examples of Second Member in a sentence

  • The proportionate sale right specified in this Section 11.1(c) shall be exercisable by written notice given by the Second Member to the Selling Member during the same thirty (30) day period in which the Second Member may make the First Offer contemplated under Section 11.1(b).

  • The Second Option shall be exercised by an Unaffected Member by the giving of written notice of interest to exercise such Second Option (the "Second Member Option NoticeSecond Member Option Notice") to the Affected Member and any Proposed Transferee with fifteen (15) business days following the date of receipt of the Involuntary Transfer Notice.

  • Failure by any Unaffected Member to give a Second Member Option Notice shall be deemed an election by the Member not to exercise the Second Option.

  • The Selling Member shall not sell any of its Interest to the prospective purchaser unless such purchaser honors its obligation to purchase a proportionate Interest from the Second Member as provided herein.

  • Within thirty (30) days after its receipt of the Section 11.1 Notice, the Second Member shall have the right to offer to purchase (the “First Offer”) all, but not less than all, the Offered Interest at a price payable only in case (the “First Offer Price”) and on such other terms and conditions as shall be set forth in the First Offer.

  • In the event a Member desires to Transfer all or any part of its Interest, such Members (the "Selling Member") shall first deliver a written notice (the "Section 11.1 Notice") to the other Member (the "Second Member") which notice shall specify the portion of the Selling Member's Interest to be sold (the "Offered Interest").

  • Within thirty (30) days after its receipt of the Section 11.1 Notice, the Second Member shall have the right to offer to purchase (the “First Offer”) all, but not less than all, the Offered Interest at a price payable only in cash (the “First Offer Price”) and on such other terms and conditions as shall be set forth in the First Offer.

  • The Second Member shall have the optional preferential right (to be exercised by notice to the First Member given no later than ninety days after the Second Member's receipt of the Disposition Notice) to acquire, for the same purchase price and on the same terms of any delayed payment that are set forth in the Disposition Notice, the Membership Interest that the First Member proposes to Dispose.

  • The applicable purchase and sale shall be completed within six (6) months of the date the Offer is delivered to the Second Member.

  • In the event either Member elects to exercise the Buy-Sell Option within the Option Period, the chief executive officers of the First Member and Second Member shall then promptly agree in good faith upon and engage an independent, third party appraiser to value the LLC and each Member’s respective Membership Interest.


More Definitions of Second Member

Second Member has the meaning assigned to that term in the Preamble hereto.
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Second Member has the meaning set forth in Section 11.3.
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Second Member has the meaning assigned to that term in Recital C hereof.
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Related to Second Member

  • Lead Member shall, in the case of a joint venture, mean the member of such joint venture who shall have the authority to bind the contractor and each member of the Joint venture; and shall be deemed to be the Contractor for the purposes of this Agreement; the Lead Member shall itself undertake and perform at least 51% (fifty one per cent) of the total length of the Project Highway;

  • Tribal Member means an enrolled member of the Tribe.

  • Full Member means any person who is in one of the categories of membership referred to in Rule 10.3.

  • Individual Member means a registered, financial Member of the Club who is at least 18 years of age.

  • crew member means a person assigned by an operator to duty on an aircraft during a flight duty period;

  • Associate Member means a person appointed to perform specific statutory and non-statutory duties which have been delegated by the Trust Board for them to perform and these duties have been recorded in an appropriate Trust Board minute or other suitable record.

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • New member means a person first employed on or after Septem- ber 1, 2005, including a former member who withdrew retirement contributions under Government Code 822.003 and is reemployed on or after September 1, 2005.

  • Initial Member has the meaning set forth in the introductory paragraph.

  • Special Member means, upon such person’s admission to the Company as a member of the Company pursuant to Section 5(c), a person acting as Independent Director, in such person’s capacity as a member of the Company. A Special Member shall only have the rights and duties expressly set forth in this Agreement.

  • Scheme Member means an Eligible Person who is included in the Scheme as per the Scheme rules as member of that Scheme.

  • Panel Member ’ means a member of a panel;

  • Inactive member means a member of the pension program or the individual account pro-

  • Potential Member means an individual who meets the eligibility requirements to enroll in the Oregon Health Plan but has not yet enrolled with a specific PHP or CCO.

  • Deferred member means a person who elected to receive deferred vested retirement

  • Investor Limited Partner means any Limited Partner so designated at the time of its admission as a partner of the Partnership.

  • Retired member means any former member receiving a retirement allowance or any former member who has filed the necessary documents for retirement benefits and is no longer contributing to the retirement system;

  • Active member means a member of the pension program or the individual account program

  • Original member of this retirement system means:

  • Designated member means the spouse, child, grandchild, parent, brother, or sister of a deceased individual who owned an interest in a wholesaler, who is entitled to inherit the deceased individual's ownership interest in the wholesaler under the terms of the deceased individual's will, or who has otherwise been designated in writing by the deceased individual to succeed the deceased individual in the wholesaler's business, or is entitled to inherit such ownership interest under the laws of intestate succession of this state. With respect to an incapacitated individual owning an ownership interest in a wholesaler, the term means the person appointed by a court as the conservator of such individual's property. The term also includes the appointed and qualified personal representative and the testamentary trustee of a deceased individual owning an ownership interest in a wholesaler.

  • appointed member means a member referred to in section 5(1)(a) or (b);

  • Staff member means a staff member as defined in section 1(1) of the Public Service Act, 1995 (Act No. 13 of 1995);

  • Principal Member means the person who signs the application and is responsible for the payment of premiums.

  • Preferred Member means a Member holding Preferred Units.