Common use of Consequences of Transfers Generally Clause in Contracts

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 10, the Transferor and the Interest in the Company that is the subject of such Transfer shall remain subject to this Agreement, and the Transferee shall hold such Interest in the Company subject to all unperformed obligations of the Transferor. Any successor or Transferee hereunder shall be subject to and bound by this Agreement as if originally a party to this Agreement. (b) Unless a Transferee of a Member’s Interest becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books or to exercise any rights of approval reserved only to admitted Members of the Company with respect to Company matters. Such a Transfer shall, subject to the last sentence of Section 10.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss and items of income, gain, deduction and loss to which the Transferor otherwise would have been entitled. Each Member agrees that such Member will, upon request of the Managing Member, execute such certificates or other documents and perform such acts as the Managing Member deems appropriate after a Transfer of such Member’s Interest in the Company (whether or not the Transferee becomes a Substituted Member) to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business. (c) The Transfer of a Member’s Interest in the Company and the admission of a Substituted Member shall not be cause for dissolution of the Company.

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 109, the Transferor and the Interest in the Company that is the subject of such Transfer shall remain subject to this Agreement, and the Transferee shall hold such Interest in the Company subject to all unperformed obligations of the Transferor. Any successor or Transferee hereunder shall be subject to and bound by this Agreement as if originally a party to this Agreement. (b) Unless a Transferee of a Member’s Interest becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books or to exercise any rights of approval reserved only to admitted Members of the Company with respect to Company matters. Such a Transfer shall, subject to the last sentence of Section 10.19.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss and items of income, gain, deduction and loss to which the Transferor otherwise would have been entitled. Each Member agrees that such Member will, upon request of the Managing Member, execute such certificates or other documents and perform such acts as the Managing Member deems appropriate after a Transfer of such Member’s Interest in the Company (whether or not the Transferee becomes a Substituted Member) to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business. (c) The Transfer of a Member’s Interest in the Company and the admission of a Substituted Member shall not be cause for dissolution of the Company.

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 109, the Transferor and the Interest in the Company Equity Interests that is are the subject of such Transfer shall remain subject to this Agreement, and the Transferee shall hold such Interest in the Company Equity Interests subject to all unperformed obligations of the Transferor. Any successor or Transferee hereunder shall be subject to and bound by this Agreement as if originally a party to this Agreement. (b) Unless a Transferee of a Member’s Interest Equity Interests becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books or to exercise any rights of approval reserved only to admitted Members of the Company with respect to vote on Company matters. Such a Transfer shall, subject to the last penultimate sentence of Section 10.19.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss and items of income, gain, deduction and loss to which the Transferor otherwise would have been entitled. Each Member agrees that such Member will, upon request of the Managing MemberBoard of Managers, execute such certificates or other documents and perform such acts as the Managing Member Board of Managers deems appropriate after a Transfer of such Member’s Interest in the Company Equity Interests (whether or not the Transferee becomes a Substituted Member) to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business. (c) The Transfer of a Member’s Interest in the Company Equity Interests and the admission of a Substituted Member shall not be cause for dissolution of the Company.

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 109, the Transferor and the Interest in the Company that is the subject of such Transfer shall remain subject to this Agreement, and the Transferee shall hold such Interest in the Company subject to all unperformed obligations of the Transferor. Any successor or Transferee hereunder shall be subject to and bound by this Agreement as if originally a party to this Agreement. (ba) Unless a Transferee of a Member’s Interest becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books or to exercise any rights of approval reserved only to admitted Members of the Company with respect to vote on Company matters. Such a Transfer shall, subject to the last sentence of Section 10.19.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss and items of income, gain, deduction and loss to which the Transferor otherwise would have been entitled. Each Member agrees that such Member will, upon request of the Managing MemberManager, execute such certificates or other documents and perform such acts as the Managing Member Manager deems appropriate after a Transfer of such Member’s Interest in the Company (whether or not the Transferee becomes a Substituted Member) to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business. (cb) The Transfer of a Member’s Interest in the Company and the admission of a Substituted Member shall not be cause for dissolution of the Company.

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 10IX, the Transferor and the Interest in the Company that is the subject of such Transfer shall remain subject to all terms and provisions of this Agreement, and the Transferee shall hold such Interest in the Company subject to all unperformed obligations of the TransferorTransferor and shall agree in writing to the foregoing if requested by any Member. Any successor or Transferee hereunder shall be subject to and bound by all the provisions of this Agreement as if originally a party to this Agreement. (b) Unless a Transferee of a Member’s Interest in the Company becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books books, or to exercise any rights of approval reserved only to admitted Members of the Company with respect to vote on Company matters. Such a Transfer shall, subject to the last sentence of Section 10.19.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss income and items of income, gain, deduction and loss losses to which the Transferor transferring Member otherwise would have been be entitled. Each Member agrees that such Member will, upon request of the Managing Member, execute such certificates or other documents and perform such acts as the Managing Member deems appropriate after a Transfer of such that Member’s Interest in the Company (whether or not the Transferee becomes a Substituted Member) and upon request of any other Member, execute such certificates or other documents and perform such acts as such other Member may deem appropriate to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business. (c) The Neither the Transfer of a Member’s Interest in the Company and nor the admission of a Substituted Member shall not be cause for dissolution of the Company.

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 109, the Transferor and the Interest in the Company that is the subject of such Transfer shall remain subject to this Agreement, and the Transferee shall hold such Interest in the Company subject to all unperformed obligations of the Transferor. Any successor or Transferee hereunder shall be subject to and bound by this Agreement as if originally a party to this Agreement. (b) Unless a Transferee of a Member’s Interest becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books or to exercise any rights of approval reserved only to admitted Members of the Company with respect to vote on Company matters. Such a Transfer shall, subject to the last sentence of Section 10.19.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss and items of income, gain, deduction and loss to which the Transferor otherwise would have been entitled. Each Member agrees that such Member will, upon request of the Managing MemberManager, execute such certificates or other documents and perform such acts as the Managing Member Manager deems appropriate after a Transfer of such Member’s Interest in the Company (whether or not the Transferee becomes a Substituted Member) to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business. (c) The Transfer of a Member’s Interest in the Company and the admission of a Substituted Member shall not be cause for dissolution of the Company.

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 109, the Transferor and the Interest in the Company that is the subject of such Transfer shall remain subject to this Agreement, and the Transferee shall hold such Interest in the Company subject to all unperformed obligations of the Transferor. Any successor or Transferee hereunder shall be subject to and bound by this Agreement as if originally a party to this Agreement. (b) Unless a Transferee of a Member’s Interest becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books or to exercise any rights of approval reserved only to admitted Members of the Company with respect to vote on Company matters. Such a Transfer shall, subject to the last sentence of Section 10.19.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss and items of income, gain, deduction and loss to which the Transferor otherwise would have been entitled. Each Member agrees that such Member will, upon request of the Managing MemberBoard of Directors or such officer of the Company, execute such certificates or other documents and perform such acts as the Managing Member Board of Directors or such officer deems appropriate after a Transfer of such Member’s Interest in the Company (whether or not the Transferee becomes a Substituted Member) to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business. (c) The Transfer of a Member’s Interest in the Company and the admission of a Substituted Member shall not be cause for dissolution of the Company.

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 10IX, the Transferor and the Interest in the Company Units that is are the subject of such Transfer shall remain subject to this Agreement, and the Transferee shall hold such Interest in the Company Units subject to all unperformed obligations of the Transferor. Any successor or Transferee hereunder shall be subject to and bound by this Agreement as if originally a party to this Agreement. (b) Unless a Transferee of a Member’s Interest Units becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books or to exercise any rights of approval reserved only to admitted Members of the Company with respect to vote on Company matters. Such a Transfer shall, subject to the last sentence of Section 10.19.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss and items of income, gain, deduction profits and loss losses to which the Transferor Transferring Member otherwise would have been entitled. Each Member agrees that such Member will, upon request of the Managing MemberBoard of Managers, execute such certificates or other documents and perform such acts as the Managing Member Board of Managers deems appropriate after a Transfer of such Member’s Interest in the Company Units (whether or not the Transferee becomes a Substituted Member) to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business. (c) The Transfer of a Member’s Interest in the Company Interests and the admission of a Substituted Member shall not be cause for dissolution of the Company.

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 10IX, the Transferor and the Interest in the Company Units that is are the subject of such Transfer shall remain subject to this Agreement, and the Transferee shall hold such Interest in the Company Units subject to all unperformed obligations of the Transferor. Any successor or Transferee hereunder shall be subject to and bound by this Agreement as if originally a party to this Agreement. (b) Unless a Transferee of a Member’s Interest Units becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books or to exercise any rights of approval reserved only to admitted Members of the Company with respect to vote on Company matters. Such a Transfer shall, subject to the last sentence of Section 10.19.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss and items of income, gain, deduction profits and loss losses to which the Transferor Member otherwise would have been entitled. Each Member agrees that such Member will, upon request of the Managing Member, execute such certificates or other documents and perform such acts as the Managing Member deems appropriate after a Transfer of such Member’s Interest in the Company Units (whether or not the Transferee becomes a Substituted Member) to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business. (c) The Transfer of a Member’s Interest in the Company Interests and the admission of a Substituted Member shall not be cause for dissolution of the Company.

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 109, the Transferor and the Interest in the Company Equity Interests that is are the subject of such Transfer shall remain subject to this Agreement, and the Transferee shall hold such Interest in the Company Equity Interests subject to all unperformed obligations of the Transferor. Any successor or Transferee hereunder shall be subject to and bound by this Agreement as if originally a party to this Agreement. (b) Unless a Transferee of a Member’s Interest Equity Interests becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books or to exercise any rights of approval reserved only to admitted Members of the Company with respect to vote on Company matters. Such a Transfer shall, subject to the last penultimate sentence of Section 10.19.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss and items of income, gain, deduction and loss to which the Transferor otherwise would have been entitled. Each Member agrees that such Member will, upon request of the Managing MemberBoard of Managers, execute such certificates or other documents and perform such acts as the Managing Member Board of Managers deems appropriate after a Transfer of such Member’s Interest in the Company Equity Interests (whether or not the Transferee becomes a Substituted Member) to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business.. 44 (c) The Transfer of a Member’s Interest in the Company Equity Interests and the admission of a Substituted Member shall not be cause for dissolution of the Company.

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 109, the Transferor and the Interest in the Company that is the subject of such Transfer shall remain subject to this Agreement, and the Transferee shall hold such Interest in the Company subject to all unperformed obligations of the Transferor. Any successor or Transferee hereunder shall be subject to and bound by this Agreement as if originally a party to this Agreement. (b) Unless a Transferee of a Member’s Interest becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books or to exercise any rights of approval reserved only to admitted Members of the Company with respect to vote on Company matters. Such a Transfer shall, subject to the last sentence of Section 10.19.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss and items of income, gain, deduction and loss to which the Transferor otherwise would have been entitled. Each Member agrees that such Member will, upon request of the Managing Member, execute such certificates or other documents and perform such acts as the Managing Member deems appropriate after a Transfer of such Member’s Interest in the Company (whether or not the Transferee becomes a Substituted Member) to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business. (c) The Transfer of a Member’s Interest in the Company and the admission of a Substituted Member shall not be cause for dissolution of the Company.

Consequences of Transfers Generally. (a) In the event of any Transfer or Transfers permitted under this Article 109, the Transferor and the Interest in the Company that is the subject of such Transfer shall remain subject to this Agreement, and the Transferee shall hold such Interest in the Company subject to all unperformed obligations of the Transferor. Any successor or Transferee hereunder shall be subject to and bound by this Agreement as if originally a party to this Agreement. (b) Unless a Transferee of a Member’s Interest becomes a Substituted Member, such Transferee shall have no right to obtain or require any information or account of Company transactions, or to inspect the Company’s books or to exercise any rights of approval reserved only to admitted Members of the Company with respect to Company matters. Such a Transfer shall, subject to the last sentence of Section 10.19.1, merely entitle the Transferee to receive the share of distributions, Net Income, Net Loss and items of income, gain, deduction and loss to which the Transferor otherwise would have been entitled. Each Member agrees that such Member will, upon request of the Managing MemberCompany, execute such certificates or other documents and perform such acts as the Managing Member Board deems appropriate after a Transfer of such Member’s Interest in the Company (whether or not the Transferee becomes a Substituted Member) to preserve the limited liability of the Members under the laws of the jurisdictions in which the Company is doing business. (c) The Transfer of a Member’s Interest in the Company and the admission of a Substituted Member shall not be cause for dissolution of the Company.