Common use of Death of Member Clause in Contracts

Death of Member. Commencing upon the death of a Member, the surviving Members shall for a period of ninety (90) days have the option to purchase all or any portion of the deceased Member's Membership Interest at Fair Value (determined as of the date of the death of the Member); provided, however, the exercise of said option shall require the approval of the unanimous consent of the Managers. Upon the expiration of ninety (90) days after the death of a Member, the Company shall be obligated to purchase all, and not less than all, of the deceased Member's Membership Interest at Fair Value which the surviving Members do not elect to purchase pursuant to the option granted in the preceding sentence. The Assignee (which may include spouse and executors or administrators of the deceased Member) shall sell all of the deceased Member's Membership Interest to the Company and/or the other Members in accordance with the option or obligation established by this paragraph.

Appears in 2 contracts

Sources: Company Agreement, Company Agreement (Deeproot Growth Runs Deep Fund, LLC)

Death of Member. Commencing upon the death of a Member, the surviving Members shall for a period of ninety (90) days have the option to purchase all or any portion of the deceased Member's ’s Membership Interest at Fair Value (determined as of the date of the death of the Member); provided, however, the exercise of said option shall require the approval of the unanimous consent a Super Majority of the Managerssurviving Members. Upon the expiration of ninety (90) days after the death of a Member, the Company shall be obligated to purchase all, and not less than all, of the deceased Member's ’s Membership Interest at Fair Value which the surviving Members do not elect to purchase pursuant to the option granted in the preceding sentence. The Assignee (which may include spouse and executors or administrators of the deceased Member) shall sell all of the deceased Member's ’s Membership Interest to the Company and/or the other Members in accordance with the option or obligation established by this paragraph.

Appears in 1 contract

Sources: Company Agreement (Green America Recycling, LLC)

Death of Member. Commencing upon the death of a Member, the surviving Members shall shall, for a period of ninety (90) days days, have the option to purchase all or any portion of the deceased Member's ’s Membership Interest at Fair Value (determined as of the date of the death of the Member); provided, however, the exercise of said option shall require the approval of the unanimous consent of the Managers. Upon the expiration of ninety (90) days after the death of a Member, the Company shall be obligated to purchase all, and not less than all, of the deceased Member's ’s Membership Interest at Fair Value which the surviving Members do not elect to purchase pursuant to the option granted in the preceding sentence. The Assignee (which may include spouse and executors or administrators of the deceased Member) Member shall sell all of the deceased Member's ’s Membership Interest to the Company and/or the other Members in accordance with the option or obligation established by this paragraphsection.

Appears in 1 contract

Sources: Company Agreement (River Medical Inc)