Common use of Complete Prohibition On Certain Transfers Of Units Clause in Contracts

Complete Prohibition On Certain Transfers Of Units. Notwithstanding any other provisions of this Policy, the following Transfers will be prohibited and the Board of Directors will have no authority to approve any of the following Transfers: (a) a Transfer in violation of the Securities Act or any state securities or blue sky laws applicable to the Company or the Interest to be transferred including any waiting periods or restrictions applicable to Units issued in a private placement; (b) a Transfer that would cause the Company to be considered a publicly traded partnership under Section 7704(b) of the Code; (c) a Transfer that would cause the Company to lose its status as a partnership for federal income tax purposes; or (d) a Transfer that would cause a termination of the Company for federal income tax purposes.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (U. S. Premium Beef, LLC), Limited Liability Company Agreement (U. S. Premium Beef, LLC), Limited Liability Company Agreement (U. S. Premium Beef, LLC)

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Complete Prohibition On Certain Transfers Of Units. Notwithstanding any other provisions of this Policy, the following Transfers will be prohibited and the Board of Directors will have no authority to approve any of the following Transfers: (a1) a Transfer in violation of the Securities Act or any state securities or blue sky laws applicable to the Company or the Interest to be transferred including any waiting periods or restrictions applicable to Units issued in a private placementtransferred; (b2) a Transfer that would cause the Company to be considered a publicly traded partnership under Section 7704(b) of the Code; (c3) a Transfer that would cause the Company to lose its status as a partnership for federal income tax purposes; or (d4) a Transfer that would cause a termination of the Company for federal income tax purposes.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (U. S. Premium Beef, LLC), Limited Liability Company Agreement (Illini Bio-Energy, LLC), Limited Liability Company Agreement (Illini Bio-Energy, LLC)

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Complete Prohibition On Certain Transfers Of Units. Notwithstanding any other provisions of this Policy, the following Transfers will be prohibited and the Board of Directors Managers will have no authority to approve any of the following Transfers: (a1) a Transfer in violation of the Securities Act or any state securities or blue sky laws applicable to the Company or the Interest to be transferred including any waiting periods or restrictions applicable to Units issued in a private placementtransferred; (b2) a Transfer that would cause the Company to be considered a publicly traded partnership under Section 7704(b) of the Code; (c3) a Transfer that would cause the Company to lose its status as a partnership for federal income tax purposes; or (d4) a Transfer that would cause a termination of the Company for federal income tax purposes.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Ozark Ethanol LLC), Limited Liability Company Agreement (Blackhawk Biofuels, LLC), Operating Agreement (Millennium Ethanol, LLC)

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