Withdrawal of members

(1) Unless otherwise provided in an operating agreement, a member may not withdraw without the consent of all members. If a member attempts to withdraw, the limited liability company has the right, but not the obligation, to purchase such member’s interest and such member shall sell its interest to the company at a price equal to the lesser of the sum of the withdrawing member’s capital contributions or the value of the withdrawing member’s capital account. (2) Such price shall be paid in cash to the withdrawing member within one hundred and eighty days of withdrawal and will constitute full liquidation of the member’s capital account 54 and membership interest. Unless otherwise agreed by an operating agreement, if such withdrawing member has not received full payment for his or her interest within one hundred and eighty days, he or she shall have the right to enter into a buy-sell agreement with an outside third party for the sale of his or her member interest provided that such buy-sell agreement is approved by the unanimous consent of the remaining members. (3) Absent exercise of the option set forth in this section, an attempt at withdrawal shall have no effect other than the member attempting to withdraw shall lose his right to vote on any matter.