Common use of Assignment by Members Clause in Contracts

Assignment by Members. Subject to SECTION 3.5(b) regarding the rights of Xxxxx to allocate Units contained in the Pool, no Management Holder shall transfer any Management Units of the Company, or offer to Transfer all or any part of such Management Holder's Management Units of the Company (whether voluntarily or involuntarily) without the consent of the Managing Member, which consent may be withheld in the Managing Member's sole discretion, except for a transfer of Management Units to the Company to be allocated to the Pool. Each transferee of Units or other interest in the Company shall as a condition prior to such Transfer execute a joinder agreement in a form satisfactory to the Managing Member pursuant to which such transferee shall agree to be bound by the provisions of this Agreement (it being understood that any such Transfer shall have the effect of Transferring an economic interest in such Units and shall not have the effect of Transferring any other rights of a Member unless such Transferee is admitted as a substitute Member pursuant to SECTION 11.3). Any Transfer by a Member of any part of Units to a Person who is not a Member shall not relieve such Member of any of its obligations with respect to such Units.

Assignment by Members. Subject to SECTION 3.5(b) regarding the rights No holder of Xxxxx to allocate Units contained shall Transfer any Units or --------------------- other interests in the Pool, no Company on or prior to the first anniversary of the date on which the LaSalle Note is paid in full. No Management Holder shall transfer any Management Units of the Company, or offer to Transfer all or any part of such Management Holder's Management Units of in the Company (whether voluntarily or involuntarily) without the consent of the Managing Member, which consent may be withheld in the Managing Member's sole discretion, except for a transfer of Management Units to the Company to be allocated to the Pool. Each transferee of Units or other interest in the Company shall as a condition prior to such Transfer execute a joinder agreement in a form satisfactory to the Managing Member pursuant to which such transferee shall agree to be bound by the provisions of this Agreement (it being understood that any such Transfer shall have the effect of Transferring an economic interest in such Units and shall not have the effect of Transferring any other rights of a Member unless such Transferee is admitted as a substitute Member pursuant to SECTION section 11.3). Any Transfer by a Member of ------------ any part of Units to a Person who is not a Member shall not relieve such Member of any of its obligations with respect to such Units.

Assignment by Members. Subject to SECTION 3.5(b) regarding the rights No holder of Xxxxx to allocate Units contained shall Transfer any --------------------- Units or other interests in the Pool, no Company prior to the first anniversary of the Escrow Release Date (as defined in the Escrow Agreement). No Management Holder shall transfer any Management Units or other interests of the Company, or offer to Transfer all or any part of such Management Holder's Management Units of or other interest in the Company (whether voluntarily or involuntarily) without the consent of the Managing Member, which consent may be withheld in the Managing Member's sole discretion, except for a transfer of Management Units to the Company to be allocated to the Pool. Each transferee of Units or other interest in the Company shall as a condition prior to such Transfer execute a joinder agreement in a form satisfactory to the Managing Member pursuant to which such transferee shall agree to be bound by the provisions of this Agreement (it being understood that any such Transfer shall have the effect of Transferring an economic interest in such Units and shall not have the effect of Transferring any other rights of a Member unless such Transferee is admitted as a substitute Member pursuant to SECTION Section 11.3). Any Transfer by a Member of any part of Units to a Person who is ------------ not a Member shall not relieve such Member of any of its obligations with respect to such Units.

Assignment by Members. Subject to SECTION Section 3.5(b) regarding the rights --------------------- -------------- of Xxxxx to allocate Units contained in the Pool, no Management Holder shall transfer any Management Units of the Company, or offer to Transfer all or any part of such Management Holder's Management Units of the Company (whether voluntarily or involuntarily) without the consent of the Managing Member, which consent may be withheld in the Managing Member's sole discretion, except for a transfer of Management Units to the Company to be allocated to the Pool. Each transferee of Units or other interest in the Company shall as a condition prior to such Transfer execute a joinder agreement in a form satisfactory to the Managing Member pursuant to which such transferee shall agree to be bound by the provisions of this Agreement (it being understood that any such Transfer shall have the effect of Transferring an economic interest in such Units and shall not have the effect of Transferring any other rights of a Member unless such Transferee is admitted as a substitute Member pursuant to SECTION Section 11.3). Any Transfer by a Member of any ------------ part of Units to a Person who is not a Member shall not relieve such Member of any of its obligations with respect to such Units.

Assignment by Members. Subject to SECTION Section 3.5(b) regarding the --------------------- -------------- rights of Xxxxx Xxxxx to allocate Units contained in the Pool, no Management Holder shall transfer any Management Units of the Company, or offer to Transfer all or any part of such Management Holder's Management Units of in the Company (whether voluntarily or involuntarily) without the consent of the Managing Member, which consent may be withheld in the Managing Member's sole discretion, except for other than a transfer of to the Company to reallocated Management Units to the Company to be allocated to the unallocated Pool. Each transferee of Units or other interest in the Company shall as a condition prior to such Transfer execute a joinder agreement in a form satisfactory to the Managing Member pursuant to which such transferee shall agree to be bound by the provisions of this Agreement (it being understood that any such Transfer shall have the effect of Transferring an economic interest in such Units and shall not have the effect of Transferring any other rights of a Member unless such Transferee is admitted as a substitute Member pursuant to SECTION Section 11.3). Any ------------ Transfer by a Member of any part of Units to a Person who is not a Member shall not relieve such Member of any of its obligations with respect to such Units.