Admission as Member. A transferee of Units of a Member, other than a Related-Party Transferee, may be admitted as a Substituted Member only with the consent of the Company. A Related-Party Transferee shall be admitted as a Substituted Member without the consent of the Company, subject to compliance with Section 7.3(b). The failure or refusal by the Company to permit a transferee of Units to become a Substituted Member shall not give rise to any cause of action against the Company or the Manager. A transferee who has been admitted as a Substituted Member in accordance with this Article VII shall have all the rights and powers and be subject to all the restrictions and liabilities of a Member under this Agreement.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (AleAnna, Inc.), Agreement and Plan of Merger (Swiftmerge Acquisition Corp.), Limited Liability Company Agreement (Swiftmerge Acquisition Corp.)
Admission as Member. A transferee of Units of a Member, other than a Related-Party Transferee, Member may be admitted as a Substituted Member only with the consent of the Company. A ; provided, however, that a Related-Party Transferee shall be admitted as a Substituted Member without the consent of the Company, subject to compliance with Section 7.3(b8.4(b). The failure or refusal by the Company to permit a transferee of Units to become a Substituted Member shall not give rise to any cause of action against the Company or the ManagerManaging Member. A transferee who has been admitted as a Substituted Member in accordance with this Article VII VIII shall have all the rights and powers and be subject to all the restrictions and liabilities of a Member under this Agreement.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (GEN Restaurant Group, Inc.), Limited Liability Company Agreement (Zevia PBC), Limited Liability Company Agreement (Zevia PBC)
Admission as Member. A transferee of Units of a Member, other than a Related-Party Transferee, may be admitted as a Substituted Member only with the consent of the Company. A Related-Party Transferee shall be admitted as a Substituted Member without the consent of the Company, subject to compliance with Section Section 7.3(b). The failure or refusal by the Company to permit a transferee of Units to become a Substituted Member shall not give rise to any cause of action against the Company or the Manager. A transferee who has been admitted as a Substituted Member in accordance with this Article Article VII shall have all the rights and powers and be subject to all the restrictions and liabilities of a Member under this Agreement.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Verde Clean Fuels, Inc.), Business Combination Agreement (CENAQ Energy Corp.), Limited Liability Company Agreement (NUSCALE POWER Corp)
Admission as Member. A transferee of Units of a Member, other than a Related-Party TransfereeTransferee or a transferee of Class A Preferred Units transferred as permitted by Section 7.2(b), may be admitted as a Substituted Member only with the consent of the Company. A Related-Party Transferee and any transferee of Class A Preferred Units shall be admitted as a Substituted Member without the consent of the Company, subject to compliance with Section Section 7.3(b). The failure or refusal by the Company to permit a transferee of Units to become a Substituted Member shall not give rise to any cause of action against the Company or the Manager. A transferee who has been admitted as a Substituted Member in accordance with this Article Article VII shall have all the rights and powers and be subject to all the restrictions and liabilities of a Member under this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (HNR Acquisition Corp.), Limited Liability Company Agreement (HNR Acquisition Corp.)
Admission as Member. A transferee of Units of a Member, other than a Related-Party Transferee, may be admitted as a Substituted Member only with the consent of the Company. A Related-Party Transferee shall be admitted as a Substituted Member without the consent of the Company, subject to compliance with Section Section 7.3(b). The failure or refusal by the Company to permit a transferee of Units to become a Substituted Member shall not give rise to any cause of action against the Company or the ManagerManaging Member. A transferee who has been admitted as a Substituted Member in accordance with this Article Article VII shall have all the rights and powers and be subject to all the restrictions and liabilities of a Member under this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Rubicon Technologies, Inc.), Agreement and Plan of Merger (Founder SPAC)
Admission as Member. A transferee of Units of a Member, other than a Related-Party Transferee, may be admitted as a Substituted Member only with the consent of the Company. A Related-Party Transferee shall be admitted as a Substituted Member without the consent of the Company, subject to compliance with Section 7.3(b). The failure or refusal by the Company to permit a transferee of Units to become a Substituted Member shall not give rise to any cause of action against the Company or the Manager. A transferee who has been admitted as a Substituted Member in accordance with this Article VII shall have all the rights and powers and be subject to all the restrictions and liabilities of a Member with respect to the applicable class or series of Units under this Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Zeo Energy Corp.)
Admission as Member. A transferee of Units of a Member, other than a Related-Party Transferee, Member may be admitted as a Substituted Member only with the consent of the Company. A ; provided, however, that a Related-Party Transferee shall be admitted as a Substituted Member without the consent of the Company, subject to compliance with Section 7.3(bSection 8.4(b). The failure or refusal by the Company to permit a transferee of Units to become a Substituted Member shall not give rise to any cause of action against the Company or the ManagerManaging Member. A transferee who has been admitted as a Substituted Member in accordance with this Article VII Article VIII shall have all the rights and powers and be subject to all the restrictions and liabilities of a Member under this Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Viant Technology Inc.)