Common use of Admission of Substituted Members Clause in Contracts

Admission of Substituted Members. If any Member transfers such Member's Interest to a transferee in accordance with Sections 6.01 and/or 6.02 above, then such transferee shall only be entitled to be admitted into the Company as a substituted member (and this Agreement shall be amended in accordance with the Delaware Act to reflect such admission), if: (i) the non-transferring Member reasonably approves the form and content of the instrument of transfer; (ii) the transferor and transferee named therein execute and acknowledge such other instruments as the non-transferring Member may deem reasonably necessary to effectuate such admission; (iii) the transferee in writing accepts and adopts all of the terms and conditions of this Agreement, as the same may have been amended; and (iv) the transferor pays, as the non-transferring Member may reasonably determine, all reasonable expenses incurred in connection with such admission, including, without limitation, legal fees and costs. To the maximum extent permitted by law, any assignee of an Interest who does not become a substituted member shall have no right to require any information or account of the Company's transactions, to inspect the Company books, or to vote on any of the matters as to which a member would be entitled to vote under this Agreement. An assignee shall only be entitled to share in such Net Profits and Net Losses, to receive such distributions, and to receive such allocations of income, gain, loss, deduction or credit or similar items to which the assignor was entitled, to the extent assigned. A Member that transfers such Member's Interest shall not cease to be a member of the Company until the admission of the assignee as a substituted member.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Tejon Ranch Co), Limited Liability Company Agreement (Tejon Ranch Co), Limited Liability Company Agreement (Tejon Ranch Co)

AutoNDA by SimpleDocs

Admission of Substituted Members. If any Member transfers such Member's ’s Interest to a transferee in accordance with Sections 6.01 6.0 I and/or 6.02 above, then such transferee shall only be entitled to be admitted into the Company as a substituted member (and this Agreement shall be amended in accordance with the Delaware Act to reflect such admission), if: (i) the non-transferring Member shall reasonably approves approve the form and content of the instrument of transfer; (ii) the transferor and transferee named therein execute and acknowledge such other instruments as the non-transferring Member may deem reasonably necessary to effectuate such admission; (iii) the transferee in writing accepts and adopts all of the terms and conditions of this Agreement, as the same may have been amended; and (iv) the transferor pays, as the non-transferring Member may reasonably determine, all reasonable expenses incurred in connection with such admission, including, without limitation, legal fees and costs. To the maximum extent permitted by law, any assignee of an Interest who does not become a substituted member shall have no right to require any information or account of the Company's ’s transactions, to inspect the Company books, or to vote on any of the matters as to which a member Member would be entitled to vote under this Agreement. An assignee shall only be entitled to share in such Net Profits and Net Losses, to receive such distributions, and to receive such allocations of income, gain, loss, deduction or credit or similar items to which the assignor was entitled, to the extent assigned. A Member that transfers such Member's ’s Interest shall not cease to be a member Member of the Company until the admission of the assignee as a substituted member.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Tejon Ranch Co)

AutoNDA by SimpleDocs

Admission of Substituted Members. If any Member transfers such Member's Interest to a transferee in accordance with Sections 6.01 6.01, 6.02, 6.03 and/or 6.02 aboveArticle VII, then such transferee shall only be entitled to be admitted into the Company as a substituted member if (and a) this Agreement shall be is amended to reflect such admission in accordance with the Delaware Act to reflect such admission)provisions of the Nevada Act, if: (ib) the non-transferring Member reasonably approves the form and content of the instrument of transfer; (iic) the transferor and transferee named therein execute and acknowledge such other instruments as the non-transferring Member may deem reasonably necessary to effectuate such admission; (iiid) the transferee in writing accepts and adopts all of the terms and conditions of this Agreement, as the same may have been amended; and (ive) the transferor pays, as the non-transferring Member may reasonably determine, all reasonable expenses incurred in connection with such admission, including, without limitation, legal fees and costs. To the maximum fullest extent permitted by law, any assignee transferee of an Interest who does not become a substituted member shall have no right to require any information or account of the Company's transactions, to inspect the Company books, or to vote on any of the matters as to which a member Member would be entitled to vote under this Agreement. An assignee Any such transferee shall only be entitled to share in such Net Profits and Net Losses, to receive such distributions, and to receive such allocations of income, gain, loss, deduction or credit or similar items to which the assignor transferor was entitled, to the extent assigned. A Member that transfers such Member's its Interest shall not cease to be a member of the Company until the admission of the assignee transferee as a substituted membermember of the Company and, except as provided in the preceding sentence, shall continue to be entitled to exercise, and shall continue to be subject to, all of the rights, duties and obligations of such Member under this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Aladdin Gaming Holding LLC)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!