Consequences upon Withdrawal of a Member Sample Clauses

Consequences upon Withdrawal of a Member. (a) The Withdrawal of a Regular Member shall not dissolve the Company if at the time of such Withdrawal there are one or more remaining Regular Members and any one or more of such remaining Regular Members continue the business of the Company (any and all such remaining Regular Members being hereby authorized to continue the business of the Company without dissolution and hereby agreeing to do so). Notwithstanding Section 6.4(b), if upon the Withdrawal of a Regular Member there shall be no remaining Regular Member, the Company shall be dissolved and shall be wound up unless, within 90 days after the occurrence of such Withdrawal, all remaining Special Members agree in writing to continue the business of the Company and to the appointment, effective as of the date of such Withdrawal, of one or more Regular Members.

Consequences upon Withdrawal of a Member. (a) Subject to the LLC Act, the Managing Member may not transfer or assign its interest as a Managing Member in the Company or its right to manage the affairs of the Company, except that the Managing Member may, subject to the LLC Act, with the prior written approval of a majority in Interest of the Members, admit another person as an additional or substitute Managing Member who makes such representations with respect to itself as the Managing Member deems necessary or appropriate (with regard to compliance with applicable law or otherwise); provided however, that the Managing Member may, in its sole discretion, transfer all or part of its interest in the Company to a person who makes such representations with respect to itself as the Managing Member deems necessary or appropriate (with regard to compliance with applicable law or otherwise) and who owns, directly or indirectly, the principal part of the business then conducted by the Managing Member in connection with any liquidation, dissolution or reorganization of the Managing Member, and, upon the assumption by such person of liability for all the obligations of the Managing Member under this Agreement, such person shall be admitted as the Managing Member. A person who is so admitted as an additional or substitute Managing Member shall thereby become a Managing Member and shall have the right to manage the affairs of the Company and to vote as a Member to the extent of the interest in the Company so acquired. The Managing Member shall not cease to be the managing member of the Company upon the collateral assignment of or the pledging or granting of a security interest in its entire Interest in the Company.