Common use of Additional Members; Substituted Members Clause in Contracts

Additional Members; Substituted Members. (a) Except as otherwise provided in this Agreement, additional Persons, including Transferees, may be admitted to the Company as Members or Substituted Members as provided under the terms of this Section 13.14. Any admission of an additional Member (including a new Member for new value provided to the Company) involving the issuance of additional Membership Interests requires the Unanimous Consent of the Members. Any Transferee with respect to a Transfer of Membership Interests made in accordance with Sections 13.3, 13.4 or 13.5 shall be admitted automatically as a Substitute Member upon compliance with Sections 13.12, 13.1, 13.2 and 13.3 and Section 13.4 or 13.5 with respect to such Transfer, but without the consent or approval of any other Person; provided, however, that any Transferee that is not already a Member at the time of the Transfer and acquires Membership Interests by foreclosure shall not be admitted as a Substituted Member without the Unanimous Consent of the Members.

Appears in 3 contracts

Samples: Contribution Agreement (Energy Transfer Equity, L.P.), Contribution Agreement (Energy Transfer Partners, L.P.), Contribution Agreement (Oge Energy Corp.)

AutoNDA by SimpleDocs

Additional Members; Substituted Members. (a) Except as otherwise provided in this Agreement, additional Additional Persons, including Transferees, may be admitted to the Company as Members or Substituted Members as provided under the terms of this Section 13.143.9. Any admission of an additional Member (including a new Member for new value provided to the Company) involving the issuance of additional Membership Interests requires the Unanimous Consent of the Board Members. Any Except as expressly provided otherwise, any Transferee with respect to a Transfer of Membership Interests made in accordance with Sections 13.33.6(a), 13.4 3.6(b) or 13.5 3.6(j) shall be admitted automatically as a Substitute Substituted Member upon compliance with Sections 13.123.5, 13.13.6, 13.2 3.7 and 13.3 and Section 13.4 or 13.5 3.9(b) with respect to such Transfer, but without the consent or approval of any other Person; provided, however, that any Transferee that is not already a Member at the time of the Transfer and acquires a Membership Interests Interest by foreclosure shall not be admitted as a Substituted Member without the Unanimous Consent of the Board Members.

Appears in 1 contract

Samples: Limited Liability Company Agreement (GMX Resources Inc)

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.