Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section 11.2.2 and all of the following conditions are satisfied: (a) A duly executed and acknowledged written instrument of Assignment shall have been filed with the Company, which instrument shall specify the number of Units being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s interest as a Substituted Member in his place; (b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner of the provisions of this Agreement and (ii) the execution, acknowledgment and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and (c) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the Company.
Appears in 3 contracts
Samples: Operating Agreement, Operating Agreement, Operating Agreement
Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section 11.2.2 and all of the following conditions are satisfied:
(a) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the CompanyFund, which instrument shall specify the number of Units being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s interest as a Substituted Member in his place;
(b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner assignee of the provisions of this Agreement and (ii) the execution, acknowledgment and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and
(c) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the CompanyFund.
Appears in 2 contracts
Samples: Limited Liability Company Agreement, Operating Agreement
Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section 11.2.2 and all of the following conditions are satisfied:
(a) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the Company, which instrument shall specify the number of Units being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s interest as a Substituted Member in his its place;
(b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner assignee of the provisions of this Agreement and (ii) the execution, acknowledgment and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and
(c) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the Company.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Vivakor, Inc.), Limited Liability Company Agreement (Vivakor, Inc.)
Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section 11.2.2 and all of the following conditions are satisfied:
(a) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the Company, which instrument shall specify the number of Investor Units being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s 's interest as a Substituted Member in his place;
(b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner of the provisions of this Agreement Agreement; and (ii) the ii)the execution, acknowledgment and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and
(c) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the Company.
Appears in 2 contracts
Samples: Operating Agreement (NNN 2002 Value Fund LLC), Operating Agreement (NNN 2002 Value Fund LLC)
Conditions to be Satisfied. No Economic Interest Owner person shall have the right to become a Substituted Member Limited Partner unless the Manager General Partner shall consent thereto in accordance with Section 11.2.2 and all of the following conditions are satisfied:
(a) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the CompanyPartnership, which instrument shall specify the number of Units being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s interest as a Substituted Member Limited Partner in his or her place;
(b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager General Partner may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner assignee of the provisions of this Agreement and (ii) the execution, acknowledgment and delivery to the Manager General Partner of a special power of attorney, the form and content of which are more fully described hereinin this Agreement; and
(c) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the CompanyPartnership.
Appears in 2 contracts
Samples: Trust Agreement, Trust Agreement (Dividend Capital Diversified Property Fund Inc.)
Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section 11.2.2 and all of the following conditions are satisfied:
(a) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the Company, which instrument shall specify the number of Units being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s interest as a Substituted Member in his its place;
(b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner assignee of the provisions of this Agreement and (ii) the execution, acknowledgment and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and
(c) A transfer fee sufficient to cover all reasonable expenses (including legal and lender fees and expenses, if applicable) connected with such substitution shall have been paid to the Company.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Vivakor, Inc.), Limited Liability Company Agreement (Vivakor, Inc.)
Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section Subsection 11.2.2 and all of the following conditions are satisfied:
(a) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the Company, which instrument shall specify the number of Units Interests being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s interest as a Substituted Member in his its place;
(b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner of the provisions of this Agreement Agreement; and (ii) the execution, acknowledgment acknowledgment, and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and
(c) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the Company.
Appears in 2 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement
Conditions to be Satisfied. No Economic Interest Owner shall -------------------------- have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section 11.2.2 and all of the following conditions are satisfied:
(a) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the Company, which instrument shall specify the number of Investor Units being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s 's interest as a Substituted Member in his place;
(b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner of the provisions of this Agreement Agreement; and (ii) the execution, acknowledgment and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and
(c) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the Company.
Appears in 1 contract
Samples: Operating Agreement (T Reit Inc)
Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section 11.2.2 and all of the following conditions are satisfied:
(a) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the Company, which instrument shall specify the number of Class A Units being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s interest as a Substituted Member in his or her place;
(b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner assignee of the provisions of this Agreement and (ii) the execution, acknowledgment and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and
(c) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the Company.
Appears in 1 contract
Samples: Limited Liability Company Agreement
Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section 11.2.2 and all of the following conditions are satisfied:
(a) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the Company, which instrument shall specify the number of Investor Units being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s interest as a Substituted Member in his place;
(b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner of the provisions of this Agreement Agreement; and (ii) the execution, acknowledgment and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and
(c) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the Company. Notwithstanding the foregoing, so long as any obligation pursuant to the Loan Documents remains outstanding, no additional or Substituted Member may be admitted unless approved by the Lenders.
Appears in 1 contract
Samples: Operating Agreement (T Reit Inc)
Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager Board of Managers shall consent thereto in accordance with Section 11.2.2 9.2.2 and all of the following conditions are satisfied:
(a) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the Company, which instrument shall specify the number of Units being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s interest as a Substituted Member in his place;
(b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager Board of Managers may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner assignee of the provisions of this Agreement and (ii) the execution, acknowledgment and delivery to the Manager Board of Managers of a special power of attorney, the form and content of which are more fully described herein; and
(c) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the Company.
Appears in 1 contract
Samples: Limited Liability Company Agreement
Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section 11.2.2 and all of the following conditions are satisfied:
(a) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the Company, which instrument shall specify the number of Investor Units being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s 's interest as a Substituted Member in his place;
(b) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (i) the written acceptance and adoption by the Economic Interest Owner of the provisions of this Agreement Agreement; and (ii) the ii)the execution, acknowledgment and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and
(c) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the Company. Notwithstanding the foregoing, so long as any obligation pursuant to the Loan Documents remains outstanding, no additional or Substituted Member may be admitted unless approved by the mortgagee holding the Mortgage Lien.
Appears in 1 contract
Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section 11.2.2 11.2(b) and all of the following conditions are satisfied:
(ai) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the Company, which instrument shall specify the number of Units Interests being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s interest as a Substituted Member in his place;
(bii) The assignor and assignee shall have executed, acknowledged acknowledged, and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (iA) the written acceptance and adoption by the Economic Interest Owner of the provisions of this Agreement Agreement; and (iiB) the execution, acknowledgment acknowledgment, and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and
(ciii) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the Company.
Appears in 1 contract
Samples: Operating Agreement
Conditions to be Satisfied. No Economic Interest Owner shall have the right to become a Substituted Member unless the Manager shall consent thereto in accordance with Section 11.2.2 11.2(b) and all of the following conditions are satisfied:
(ai) A duly executed and acknowledged written instrument of Assignment assignment shall have been filed with the Company, which instrument shall specify the number of Units Interests being assigned and set forth the intention of the assignor that the assignee succeed to the assignor’s interest as a Substituted Member in his place;
(bii) The assignor and assignee shall have executed, acknowledged and delivered such other instruments as the Manager may deem necessary or desirable to effect such substitution, which may include an opinion of counsel regarding the effect and legality of any such proposed transfer, and which shall include: (iA) the written acceptance and adoption by the Economic Interest Owner of the provisions of this Agreement Agreement; and (iiB) the execution, acknowledgment and delivery to the Manager of a special power of attorney, the form and content of which are more fully described herein; and
(ciii) A transfer fee sufficient to cover all reasonable expenses connected with such substitution shall have been paid to the Company.
Appears in 1 contract
Samples: Operating Agreement