Assignment of Membership Units. Membership Units may be assigned, in whole or in part, only upon (i) the approval of either of the Managers, (ii) the approval of the Majority Interest and (iii) if the assignee is not already a Member, the execution by such Person of this Agreement. Any attempted assignment in contravention of this Section 18(b) shall entitle the assignee to receive such distributions, to share in such profits and to receive such allocations of income, gain, loss, deduction, credit, tax preference and similar items to which the assignor was entitled to the extent assigned, but shall not entitle the assignee to become a Member or to exercise any rights or powers of a Member with respect to such Membership Units. Until the conditions in the first sentence of this Section 18(b) are fulfilled, the assignor, subject to the preceding sentence, shall continue to be a Member and be entitled to exercise the rights and powers of a Member with respect to such Membership Units.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (Nalco Energy Services Equatorial Guinea LLC), Limited Liability Company Agreement (Nalco Energy Services Equatorial Guinea LLC), Limited Liability Company Agreement (Nalco Energy Services Equatorial Guinea LLC)
Assignment of Membership Units. Membership Units may be assigned, in whole or in part, only upon (i) the approval of either of the Managers, (ii) the approval of the Majority Interest and (iii) if the assignee is not already a Member, the execution by such Person of this Agreement. Any attempted assignment in contravention of this Section 18(b) shall entitle the assignee to receive such distributions, to share in such profits and to receive such allocations of income, gain, loss, deduction, credit, tax preference and similar items to which the assignor was entitled to the extent assigned, but shall not entitle the assignee to become a Member or to exercise any rights or powers of a Member with respect to such Membership Units. Until the conditions in the first sentence of this Section 18(b) are fulfilled, the assignor, subject to the preceding sentence, shall continue to be a Member and be entitled to exercise the rights and powers of a Member with respect to such Membership Units.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Nalco Energy Services Equatorial Guinea LLC), Limited Liability Company Agreement (Nalco Energy Services Equatorial Guinea LLC), Limited Liability Company Agreement (Nalco Energy Services Equatorial Guinea LLC)
