![]() The Operating Agreement defines “Member(s)” in its recitals by naming each individual Member of Properties. Those situations are set out in Article 16.6 of the Operating Agreement, which provides in pertinent part as follows: In the event that (a) a Member is no longer employed by, or (b) in the case of any Members who are shareholders in, such Member is no longer a shareholder in (hereinafter “Termination of Family Practice Employment or Ownership”), then unless the remaining Members holding 75% or more of the Participating Percentages approve the Termination of Family Practice Employment or Ownership, then such Member shall be deemed to have granted the option to purchase such Member’s interest at 75% of the Contract Price and may purchase that Member’s interest accordingly. Properties’ Operating Agreement indicates certain situations that will trigger Properties’ right to purchase a Member’s membership interest from him or her. Rogers, other physicians employed by Associates who are also shareholders of Associates, and a few non-physician employees of Associates. The current members of Properties include Dr. ![]() ![]() Properties is a limited liability company that owns the real property where Associates operates its medical practice. Rogers became a shareholder of Associates through his employment with it and is currently still a shareholder of Associates. Rogers was employed by Associates as a physician. Rogers ceased to be employed by Family Practice Associates of Lexington, PSC (“Associates”). Rogers’s membership interest in Properties once Dr. Rogers, appeals from an order of the Fayette Circuit Court declaring that the operating agreement of Appellee, Family Practice Properties of Lexington, LLC (“Properties”), gave Properties the option to purchase Dr. 15-CI-00659 FAMILY PRACTICE PROPERTIES OF LEXINGTON, LLC APPELLEE OPINION AFFIRMING ** ** ** ** ** BEFORE: KRAMER, CHIEF JUDGE JONES AND THOMPSON, JUDGES. APPELLANT APPEAL FROM FAYETTE CIRCUIT COURT HONORABLE THOMAS L. NOT TO BE PUBLISHED Commonwealth of Kentucky Court of Appeals NO.
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