Common use of Admission of Transferees as Members Clause in Contracts

Admission of Transferees as Members. A transferee of Units (whether as a result of a Permitted Transfer or otherwise) may be admitted as a Member only upon satisfaction of each of the following conditions: (a) The transferee acquired its Units by means of a Permitted Transfer; (b) The transferee meets all requirements of membership established in or pursuant to this Agreement (including Section 6.2(a) hereof), and such admission is approved by the Board which approval may be given or withheld in the sole and absolute discretion of the Board; (c) The transferee of Units (other than, with respect to clauses (i) below, a transferee that was a Member prior to the Transfer) shall, by submitting an executed counterpart signature page agreeing to be bound by this Agreement and such other written instruments in form and substance reasonably satisfactory to the Board (and, in the case of clause (ii) below, the transferor Member), (i) accept and adopt the terms and provisions of this Agreement, including this Section 10, and (ii) assume the obligations of the transferor Member under this Agreement with respect to the transferred Units; (d) The transferee pays or reimburses the Company for all reasonable legal, filing, and publication costs that the Company incurs in connection with the admission of the transferee as a Member; and (e) Except in the case of a Transfer involuntarily by operation of law, the transferee (other than a transferee that was a Member prior to the Transfer) shall deliver to the Company evidence of the authority of such Person to become a Member and to be bound by all of the terms and conditions of this Agreement, and the transferee and transferor shall each execute and deliver such other instruments as the Members reasonably deems necessary or appropriate to effect, and as a condition to, such Transfer, including amendments to the Articles or any other instrument filed with the State of Minnesota or any other state or governmental authority.

Admission of Transferees as Members. A transferee of Units (whether as a result of a Permitted Transfer or otherwise) may be admitted as a Member only upon satisfaction of each of the following conditions: (a) The transferee acquired its Units by means of a Permitted Transfer; (b) The transferee meets all requirements of membership established in or pursuant to this Agreement (including Section 6.2(a) hereof), and such admission is approved by the Board which approval may be given or withheld in the sole and absolute discretion of the Board; (c) The transferee of Units (other than, with respect to clauses (i) below, a transferee that was a Member prior to the Transfer) shall, by submitting an executed counterpart signature page agreeing to be bound by this Agreement and such other written instruments in form and substance reasonably satisfactory to the Board (and, in the case of clause (ii) below, the transferor Member), (i) accept and adopt the terms and provisions of this Agreement, including this Section 10, and (ii) assume the obligations of the transferor Member under this Agreement with respect to the transferred Units; (d) The transferee pays or reimburses the Company for all reasonable legal, filing, and publication costs that the Company incurs in connection with the admission of the transferee as a Member; and (e) Except in the case of a Transfer involuntarily by operation of law, the transferee (other than a transferee that was a Member prior to the Transfer) shall deliver to the Company evidence of the authority of such Person to become a Member and to be bound by all of the terms and conditions of this Agreement, and the transferee and transferor shall each execute and deliver such other instruments as the Members reasonably deems necessary or appropriate to effect, and as a condition to, such Transfer, including amendments to the Articles or any other instrument filed with the State of Minnesota Iowa or any other state or governmental authority.

Admission of Transferees as Members. A transferee of Units (whether as a result of a Permitted Transfer or otherwise) may shall be admitted as a Member only upon satisfaction of each of the following conditions:: BIG RIVER RESOURCES GXXXXXXX, LLC OPERATING AGREEMENT (a) The transferee acquired its Units by means of a Permitted Transfer; (b) The transferee meets all requirements of membership established in or pursuant to this Agreement (including Section 6.2(a) 6 hereof), and such admission is approved by the Board which approval may be given or withheld in the sole and absolute discretion of the Board; (cb) The transferee of Units (other than, with respect to clauses (i) below, a transferee that was a Member prior to the Transfer) shall, by submitting an executed counterpart signature page agreeing to be bound by this Agreement and such other written instruments in form and substance reasonably satisfactory to the Board (and, in the case of clause (ii) below, the transferor Member), (i) accept and adopt the terms and provisions of this Agreement, including this Section 10, and (ii) assume the obligations of the transferor Member under this Agreement with respect to the transferred Units; (dc) The transferee pays or reimburses the Company for all reasonable legal, filing, and publication costs that the Company incurs in connection with the admission of the transferee as a Member; and (ed) Except in the case of a Transfer involuntarily by operation of law, the transferee (other than a transferee that was a Member prior to the Transfer) shall deliver to the Company evidence of the authority of such Person to become a Member and to be bound by all of the terms and conditions of this Agreement, and the transferee and transferor shall each execute and deliver such other instruments as the Members reasonably deems necessary or appropriate to effect, and as a condition to, such Transfer, including amendments to the Articles or any other instrument filed with the State of Minnesota Iowa or any other state or governmental authority.. A transferee of Units as a result of a Transfer other than a Permitted Transfer shall not be admitted unless each of the foregoing conditions are satisfied and the non-transferring Member approves the admission of such Person, which approval may be given or withheld in the sole and absolute discretion of the non-transferring Member;

Admission of Transferees as Members. A transferee of Units (whether as a result of a Permitted Transfer or otherwise) may be admitted as a Member only upon satisfaction of each of the following conditions: (a) The transferee acquired its Units by means of a Permitted Transfer; (b) The transferee meets all requirements of membership established in or pursuant to this Agreement (including Section 6.2(a) hereof), and such admission is approved by the Board which approval may be given or withheld in the sole and absolute discretion of the Board; (c) The transferee of Units (other than, with respect to clauses (i) below, a transferee that was a Member prior to the Transfer) shall, by submitting an executed counterpart signature page agreeing to be bound by this Agreement and such other written instruments in form and substance reasonably satisfactory to the Board (and, in the case of clause (ii) below, the transferor Member), (i) accept and adopt the terms and provisions of this Agreement, including this Section 10, and (ii) assume the obligations of the transferor Member under this Agreement with respect to the transferred Units; (d) The transferee pays or reimburses the Company for all reasonable legal, filing, and publication costs that the Company incurs in connection with the admission of the transferee as a Member; and (e) Except in the case of a Transfer involuntarily by operation of law, the transferee (other than a transferee that was a Member prior to the Transfer) shall deliver to the Company evidence of the authority of such Person to become a Member and to be bound by all of the terms and conditions of this Agreement, and the transferee and transferor shall each execute and deliver such other instruments as the Members reasonably deems necessary or appropriate to effect, and as a condition to, such Transfer, including amendments to the Articles Certificate or any other instrument filed with the State of Minnesota Delaware or any other state or governmental authority.

Admission of Transferees as Members. A Subject to the other provisions of this Article IX, a transferee of Units (whether as a result of a Permitted Transfer or otherwise) Shares may be admitted to the Company as a substituted Member only upon satisfaction of each of the following conditionsconditions set forth below in this Section 9.7: (a) The transferee acquired its Units by means Board of a Permitted Transfer; (b) The transferee meets all requirements of membership established in or pursuant Managers consents to this Agreement (including Section 6.2(a) hereof)such admission, and such admission is approved by the Board which approval consent may be given or withheld in the sole and absolute discretion of the BoardBoard of Managers; (b) The Shares with respect to which the transferee is being admitted were acquired by means of either a Permitted Transfer or a Transfer that was not a Permitted Transfer but which received the consent of the Board of Managers; (c) The transferee of Units (other than, with respect becomes a party to clauses (i) below, a transferee that was this Agreement as a Member prior and executes such documents and instruments as the Board of Managers may reasonably request as necessary or appropriate to confirm such transferee as a Member in the Transfer) shall, by submitting an executed counterpart signature page agreeing Company and such transferee’s agreement to be bound by this Agreement and such other written instruments in form and substance reasonably satisfactory to the Board (and, in the case of clause (ii) below, the transferor Member), (i) accept and adopt the terms and provisions of this Agreement, including this Section 10, and (ii) assume the obligations of the transferor Member under this Agreement with respect to the transferred Unitsconditions hereof; (d) The transferee pays or reimburses the Company for all reasonable legal, filing, and publication costs that the Company incurs in connection with the admission of the transferee as a MemberMember with respect to the transferred Shares; and (e) Except in If the case transferee is not an individual of a Transfer involuntarily by operation of lawlegal majority, the transferee (other than a transferee that was a Member prior to the Transfer) shall deliver to provides the Company with evidence satisfactory to counsel for the Company of the authority of such Person the transferee to become a Member and to be bound by all of the terms and conditions of this Agreement, and the transferee and transferor shall each execute and deliver such other instruments as the Members reasonably deems necessary or appropriate to effect, and as a condition to, such Transfer, including amendments to the Articles or any other instrument filed with the State of Minnesota or any other state or governmental authority.

Admission of Transferees as Members. A transferee of Units (whether as a result of a Permitted Transfer or otherwise) may be admitted as a Member only upon satisfaction of each of the following conditions: (a) The transferee acquired its Units by means of a Permitted Transfer; (b) The transferee meets all requirements of membership established in or pursuant to this Agreement (including Section 6.2(a) hereof), and such admission is approved by the Board and all of the Members, which approval may be given or withheld in the sole and absolute discretion of the Board;Board and the Members; lii 4850-8819-3010\6 LP BIOSCIENCES LLC amended and restated operating agreement (c) The transferee of Units (other than, with respect to clauses (i) below, a transferee that was a Member prior to the Transfer) shall, by submitting an executed counterpart signature page agreeing to be bound by this Agreement and such other written instruments in form and substance reasonably satisfactory to the Board (and, in the case of clause (ii) below, the transferor Member), (i) accept and adopt the terms and provisions of this Agreement, including this Section 10, and (ii) assume the obligations of the transferor Member under this Agreement with respect to the transferred Units; (d) The transferee pays or reimburses the Company for all reasonable legal, filing, and publication costs that the Company incurs in connection with the admission of the transferee as a Member; and (e) Except in the case of a Transfer involuntarily by operation of law, the transferee (other than a transferee that was a Member prior to the Transfer) shall deliver to the Company evidence of the authority of such Person to become a Member and to be bound by all of the terms and conditions of this Agreement, and the transferee and transferor shall each execute and deliver such other instruments as the Members reasonably deems necessary or appropriate to effect, and as a condition to, such Transfer, including amendments to the Articles or any other instrument filed with the State of Minnesota Wyoming or any other state or governmental authority.