Closing of Purchase of Former Member’s Interest Clause Samples

Closing of Purchase of Former Member’s Interest. The closing for the sale of a Former Member’s Interest pursuant to this Article 8 shall be held at 10:00 a.m. at the LLC’s principal office within sixty (60) days after determination of the purchase price, except that if the closing date falls on a Saturday, Sunday or State or federal legal holiday, it shall be held on the next succeeding business day. At the closing, the Former Member or that Member’s legal representative shall deliver to the LLC or the Remaining Member(s) an instrument of transfer (containing warranties of title and no encumbrances) conveying the Former Member’s Interest. The Former Member or that Member’s legal representative, the LLC and the Remaining Member(s) shall do all things and execute and deliver all papers necessary fully to consummate such sale and purchase in accordance with this Agreement.
Closing of Purchase of Former Member’s Interest. The closing for the sale of a Former Member's Interest pursuant to this Article 10 shall be held on a business day at the principal office of the Company no later than sixty (60) days after the determination of the purchase price. At the closing, the Former Member or such Former Member's legal representative shall deliver to the Company or the Remaining Members an instrument of transfer (containing warranties of title and no encumbrances) conveying the Former Member's Interest. The Former Member or such Former Member's legal representative, the Company and the Remaining Members shall do all things and execute and deliver all papers as may be necessary fully to consummate such sale and purchase in accordance with the terms and provisions of this Agreement.
Closing of Purchase of Former Member’s Interest. The closing (“Disposition Closing”) for the sale of a Former Member’s Interest pursuant to this ARTICLE X shall be held no later than ninety (90) days after the determination of the purchase price. At the Disposition Closing, the Former Member shall deliver to the Company and/or the Remaining Members an instrument of transfer (containing warranties of title and no encumbrances) conveying the Former Member’s Interest. The Former Member, the Company and the Remaining Members shall do all things and execute and deliver all papers as may be necessary fully to consummate such sale and purchase in accordance with the terms and provisions of this Agreement.
Closing of Purchase of Former Member’s Interest. At the closing for the sale of a Former Member’s Interest, the Former Member shall provide a document conveying their interest and representing that the interest is free of encumbrances.
Closing of Purchase of Former Member’s Interest. The closing (the "Closing") of the sale of a Former Member's Interest shall be held no later than sixty (60) days after the determination of the purchase price. At the Closing, the Former Member or the Former Member's legal representative shall deliver to the purchasers an instrument of transfer (containing warranties as to title and the absence of encumbrances) conveying the Former Member's Interest. The Former Member or the Former Member's legal representative and the purchasers shall do all things and execute and deliver all papers necessary to consummate the transaction in accordance with the provisions of this Agreement.
Closing of Purchase of Former Member’s Interest. The closing for the sale of a Former Member’s Interest pursuant to this Article shall be held at a time and place mutually agreed upon by the parties. At the closing, the Former Member shall deliver to the Company or the Remaining Members an instrument of transfer (containing warranties of title and no encumbrances) conveying the Former Member’s Interest. The Former Member, the Company and the Remaining Members shall do all things and execute and deliver all papers as may be reasonably necessary fully to consummate such sale and purchase in accordance with the terms and provisions of this Agreement.
Closing of Purchase of Former Member’s Interest. The closing of the sale of a Former Member’s Interest shall be held no later than thirty (30) days after the determination of the purchase price. At such closing, the Former Member or the Former Member’s legal representative shall deliver to the purchasers a ▇▇▇▇ of sale and assignment effecting the transfer of the Membership Interest to be sold, in form and substance satisfactory to the purchasing Members, and shall deliver, in addition, any other documents reasonably requested by the purchasing Members to effectuate the purposes of this Agreement, and the purchasers shall execute and deliver to the Former Member or the Former Member’s legal representative, a promissory note in the amount of the purchase price secured by a pledge of the Membership Interest being purchased. The promissory note shall provide for thirty-six (36) equal monthly payments of principal and interest, with interest computed on a 360 day year and at the then mid-term applicable federal rate provided in the Code for the month in which the Closing occurs, but the purchasers shall have the right to prepay in full or in part at any time without penalty. The Former Member or the Former Member’s legal representative and the purchasers shall do all things and execute and deliver all papers necessary to consummate the transaction in accordance with the provisions of this Agreement. Title to the Former Member’s Interest shall pass to the purchasers as of the date of the Membership Termination Event.
Closing of Purchase of Former Member’s Interest. The closing of the sale of a Former Member's Interest pursuant to this Article VIII shall be held at a mutually agreeable time at the principal office of the Company (or such other place as the parties may mutually agree upon) no later than sixty (60) days after the determination of the purchase price. At the closing, the Former Member or his or her legal representative shall deliver to the Company or the Remaining Members one or more instruments of transfer (containing warranties of title and against encumbrances) conveying the Former Member's Interest. The Former Member, the Company and the Remaining Members shall do all things and execute and deliver all documents as may be reasonably necessary to consummate such purchase and sale in accordance with the terms and conditions of this Agreement and applicable laws.

Related to Closing of Purchase of Former Member’s Interest

  • Purchase and Sale of Membership Interests Upon the terms and subject to the conditions of this Agreement, at the Closing, Seller will sell, assign, transfer, convey and deliver to Buyer, and Buyer will purchase and receive from Seller, all of the Membership Interests, free and clear of all Liens (other than restrictions on transfer arising under applicable federal and state securities Laws).

  • Purchase or Sale of Partnership Interests The General Partner may cause the Partnership to purchase or otherwise acquire Partnership Interests or Derivative Partnership Interests. As long as Partnership Interests are held by any Group Member, such Partnership Interests shall not be considered Outstanding for any purpose, except as otherwise provided herein. The General Partner or any Affiliate of the General Partner may also purchase or otherwise acquire and sell or otherwise dispose of Partnership Interests for its own account, subject to the provisions of Articles IV and X.

  • Membership Interests The Sole Member currently owns one hundred percent (100%) of the percentage interests in the Company.

  • Assignment of Membership Interest A Member may not assign the Member’s interest in the Company except with the written consent of all the other Members of record. Any such consent to assignment automatically entitles the assignee to become a Member. A Member’s membership interest may be evidenced by a certificate of membership interest issued by the Company.

  • Transfer of Membership Interests (a) The Member may transfer its Membership Interest, in whole but not in part, but the transferee shall not be admitted as a Member except in accordance with Section 6.07. Until the transferee is admitted as a Member, the Member shall continue to be the sole member of the Company (subject to Section 1.02) and to be entitled to exercise any rights or powers of a Member of the Company with respect to the Membership Interest transferred. (b) To the fullest extent permitted by law, any purported transfer of any Membership Interest in violation of the provisions of this LLC Agreement shall be wholly void and shall not effectuate the transfer contemplated thereby. Notwithstanding anything contained herein to the contrary and to the fullest extent permitted by law, the Member may not transfer any Membership Interest in violation of any provision of this LLC Agreement or in violation of any applicable federal or state securities laws.