Common use of Admission of Member; Effect of Transfer Clause in Contracts

Admission of Member; Effect of Transfer. (a) If the transferee of any Member is admitted as a Member or is already a Member, the Member transferring its Membership Interest shall be relieved of liability with respect to the transferred Membership Interest arising or accruing under this Agreement on or after the effective date of the transfer, unless the transferring Member (the "Transferring Member") affirmatively assumes such liability; provided, however, that the Transferring Member shall not -------- ------- be relieved of any liability for prior distributions and unpaid contributions unless the transferee affirmatively assumes such liabilities. (b) Any person who acquires in any manner a Membership Interest or any part thereof in the Company, whether or not such person has accepted and assumed in writing the terms and provisions of this Agreement or been admitted as a Member, shall be deemed by the acquisition of such Membership Interest to have agreed to be subject to and bound by all of the provisions of this Agreement with respect to such Membership Interest, including without limitation, the provisions hereof with respect to any subsequent transfer of such Membership Interest.

Admission of Member; Effect of Transfer. (a) If the transferee of any Member is admitted as a Member or is already a Member, the Member transferring its Membership Interest shall be relieved of liability with respect to the transferred Membership Interest arising or accruing under this Agreement on or after the effective date of the transfer, unless the transferring Member (the "Transferring Member") transferor affirmatively assumes such liability; providedPROVIDED, howeverHOWEVER, that the Transferring Member transferor shall not -------- ------- be relieved of any liability for prior distributions and unpaid contributions Capital Contributions unless the transferee affirmatively assumes such liabilities. (b) Any person who acquires in any manner a Membership Interest or any part thereof in the Company, whether or not such person has accepted and assumed in writing the terms and provisions of this Agreement or been admitted as a Member, shall be deemed by the acquisition of such Membership Interest to have agreed to be subject to and bound by all of the provisions of this Agreement with respect to such Membership Interest, including without limitation, the provisions hereof with respect to any subsequent transfer of such Membership Interest.