Admission of Assignees as Substitute Members. An Assignee will become a substitute Member only if and when each of the following conditions is satisfied:
Admission of Assignees as Substitute Members. An Assignee of all or any portion of the Interests of a Member shall become a Substitute Member of the Company only if and when all of the following conditions are satisfied:
Admission of Assignees as Substitute Members. 7.7.1 An Assignee shall become a Substitute Member only if all of the requirements of this Article 7 have been met and when each of the following conditions are satisfied:
Admission of Assignees as Substitute Members. No assignee of all or any part of an Interest of a Member in the Fund shall be admitted to the Fund as a Substitute Member unless and until Equity Program Operating Agreement 25 the Manager has consented to such substitution in its sole and absolute discretion. Unless and until an assignee of an Interest becomes a Substitute Member, such assignee shall not be entitled to exercise any vote, consent or any other right or entitlement with respect to such Interest. In the event of the admission of an assignee as a Substitute Member, all references herein to the assigning Member shall be deemed to apply to such Substitute Member, and such Substitute Member shall succeed to all rights and obligations of the assigning Member hereunder. A Person shall be deemed admitted to the Fund as a Substitute Member at the time that the foregoing provisions are satisfied. The Manager shall revise the Schedule of Members to reflect such admission. No attempted Assignment and no substitution shall be recognized by the Fund unless effected in accordance with and as permitted by this Agreement.
Admission of Assignees as Substitute Members. An Assignee of all or any portion of a Member's Units shall become a Substitute Member of the Company only if and when both of the following conditions are satisfied: (a) a Majority of Members consents in writing to such admission, which consent may be given or withheld in each Member's sole and absolute discretion; and (b) the Manager receives written instruments (including without limitation such Assignee's consent to be bound by this Agreement as a Member) that are in a form satisfactory to the Manager, as determined in its sole and absolute discretion. 9.4
Admission of Assignees as Substitute Members. Upon the Transfer by a Member of a Membership Interests to an Assignee in accordance with this Agreement, such Assignee shall be admitted as a Substitute Member only if and when each of the following conditions in clauses (a) through (c) below are satisfied:
Admission of Assignees as Substitute Members. 7.4.1 A transferee of any Units shall become a Substitute Member only if and when each of the following conditions are satisfied:
Admission of Assignees as Substitute Members. 7.4.1. An Assignee shall become a Substitute Member upon (a) receipt by the Company of a written instrument (including such Assignee’s consent to be bound by this Agreement as a Substitute Member) in form and substance satisfactory to the Management Committee in its discretion and (b) upon the written consent of the Management Committee (which consent may be given or withheld in its discretion), and upon such admission, the books and records of the Company shall be amended as appropriate.
Admission of Assignees as Substitute Members. An Assignee will become a substitute Member only if and when each of the following conditions is satisfied: (a) the Board consents in writing to such admission, which consent may be given or withheld, or made subject to such conditions as are determined by the Board, in each case in the Board’s sole discretion; (b) if required by the Board, the Board receives written instruments (including, without limitation, copies of any instruments of Transfer and such Assignee’s consent to be bound by this Agreement as a substitute Member) that are in a form satisfactory to the Board (as determined in its sole discretion); (c) if required by the Board, the Board receives an opinion of counsel satisfactory to the Board to the effect that such Transfer is in compliance with this Agreement and all applicable Law; and (d) if required by the Board, the parties to the Transfer, or any one of them, pays all of the Company’s reasonable expenses connected with such Transfer (including, but not limited to, the reasonable legal and accounting fees of the Company). Section 8.07
Admission of Assignees as Substitute Members. Any assignee of all or any part of an Interest of a Member in the Company by way of sale or transfer shall, by virtue of such sale or transfer, acquire only the economic interests in the Company represented by such Interest (any such assignee, an “Economic Assignee”) unless such assignee is admitted to the Company as a substitute Member (a “Substitute Member”) with the consent of each Anchor Member and the Credit Committee in their sole and absolute discretion, provided that an assignee of a Member that is an Affiliate of such Member or that is a successor (whether by merger, sale of assets and assumption of liabilities or otherwise) to substantially all the assets and liabilities of such Member, that has received pursuant to such Assignment 100% of such Member’s Interests and that has complied with the provisions of this Section 10.1, shall be automatically admitted as a Substitute Member without the consent of the Anchor Members or the Credit Committee. Unless and until an Economic Assignee becomes a Substitute Member, such Economic Assignee shall not be entitled to exercise any vote, consent or any other right or entitlement with respect to such Interest (including the right to appoint a designee on the Credit Committee), nor shall such Economic Assignee assume any portion of the Maximum Investment Amount of the assignor Member (and the assignor Member shall remain in all respects obligated with respect to its Maximum Investment Amount). In the event of the admission of an assignee of all of a Member’s Interests as a Substitute Member, all references herein to such assigning Member shall be deemed to apply to such Substitute Member, and such Substitute Member shall succeed to all rights and obligations of such assigning Member hereunder. A Person shall be deemed admitted to the Company as a Substitute Member at the time that the foregoing provisions are satisfied. The Managers shall amend Schedule A attached hereto to reflect such admission (and no consent of any Member or the Credit Committee shall be required in connection with any such amendment). No attempted Assignment and no substitution shall be recognized by the Company unless effected in accordance with and as permitted by this Agreement.
