Common use of Consequences of Prohibited Transfers Clause in Contracts

Consequences of Prohibited Transfers. Any purported Transfer of or in respect of all or any part of the Interest of any Non-Managing Member (whether by way of a Transfer by any Non-Managing Member of its Interest or by way of a Transfer by any other Person in respect such Interest or of an interest in such Non-Managing Member) not made in accordance with the provisions of this Section 10.1(a) or without satisfaction of the other requirements of Sections 10.1, 10.3 or 10.4 hereof shall, to the fullest extent permitted by law, be null and void and of no force or effect and the Managing Member shall, to the fullest extent permitted by law, be entitled to cause the Transfer or re-Transfer thereof to another Person for an amount equal to the relevant portion of the Capital Account associated with such Non-Managing Member’s Interest at the time of Transfer or re-Transfer (or, in the case of a purported Transfer by any other Person in respect of all or any portion of such Non-Managing Member’s Interest including by way of Transfer of an interest in or in an interest held by a Member, the Transfer of all or any portion of such Non-Managing Member’s Interest for an amount equal to the relevant portion of the Capital Account associated with such Non-Managing Member’s Interest at the time of such Transfer). Further, in the event of any Transfer of or in respect of all or any part of the Interest of any Non-Managing Member (whether by way of a Transfer by any Non-Managing Member of its Interest or by way of a Transfer by any other Person in respect such Interest) without satisfaction of the requirements of Section 10.1(b), such Non-Managing Member shall be deemed to be a “Defaulting Member” for the purposes of Section 3.6(b) hereof and for the purposes of such Member’s voting rights under this Agreement.

Consequences of Prohibited Transfers. Any purported Transfer of or in respect of all or any part of the Interest of any Non-Managing Member (whether by way of a Transfer by any Non-Managing Member of its Interest or by way of a Transfer by any other Person in respect of such Interest or of an interest in such Non-Managing Member) not made in accordance with the provisions of this Section 10.1(a10.3(a) or without satisfaction of the other requirements of Sections 10.110.3, 10.3 10.4 or 10.4 10.5 hereof shall, to the fullest extent permitted by law, be null and void and of no force or effect and the Managing Member shall, to the fullest extent permitted by law, be entitled to cause the Transfer or re-Transfer thereof to another Person for an amount equal to the relevant portion of the Capital Account associated with such Non-Managing Member’s Interest at the time of Transfer or re-Transfer (or, in the case of a purported Transfer by any other Person in respect of all or any portion of such Non-Managing Member’s Interest including by way of Transfer of an interest in or in an interest held by a Member, the Transfer of all or any portion of such Non-Managing Member’s Interest for an amount equal to the relevant portion of the Capital Account associated with such Non-Managing Member’s Interest at the time of such Transfer). Further, in the event of any Transfer of or in respect of all or any part of the Interest of any Non-Managing Member (whether by way of a Transfer by any Non-Managing Member of its Interest or by way of a Transfer by any other Person in respect such Interest) without satisfaction of the requirements of Section 10.1(b10.3(b), such Non-Managing Member shall be deemed to be a “Defaulting Member” for the purposes of Section 3.6(b3.3(b) hereof and for the purposes of such Member’s voting rights under this Agreement.