Common use of Continuance of Restrictions Upon Subsequent Owners Clause in Contracts

Continuance of Restrictions Upon Subsequent Owners. In the event the Transferor makes a bona fide transfer of the Offered Interest under the provisions of this Section 12.2, then the Offered Interest transferred to the Proposed Transferee shall be subject to all the provisions of this Agreement. No Membership Units or Economic Interest shall be transferred on the books of the Company and no certificate evidencing such Membership Units or Economic Interest shall be issued to the Proposed Transferee unless and until the Proposed Transferee has executed a counterpart to this Agreement, the original of which shall be retained as part of the Company’s records. Failure of the Proposed Transferee to execute a counterpart of this Agreement, however, shall not affect the applicability of this Agreement to the Offered Interest, it being the intention of each Member and the Company that any and all subsequent owners of Membership Units and Economic Interests voluntarily transferred shall only receive and own the Membership Unit or Economic Interest subject to the same restrictions upon transfer and encumbrance as set forth in this Agreement, to which the Transferor was subject, including, without limitation, all of the provisions of this Article XII.

Continuance of Restrictions Upon Subsequent Owners. In the event the Transferor makes a bona fide transfer of Class A Holder sells the Offered Interest Units to a Third Party Purchaser under the provisions of this Section 12.212.12, then the Offered Interest Units transferred to the Proposed Transferee Third Party Purchaser shall be subject to all the provisions of this Agreement. No Membership Units or Economic Interest shall be transferred on the books of the Company and no certificate evidencing such Membership Units or Economic Interest shall be issued to the Proposed Transferee Third Party Purchaser unless and until the Proposed Transferee Third Party Purchaser has executed a counterpart to this Agreement, the original of which shall be retained as part of the Company’s records. Failure of the Proposed Transferee Third Party Purchaser to execute a counterpart of this Agreement, however, shall not affect the applicability of this Agreement to the Offered InterestUnits, it being the intention of each Member and the Company that any and all subsequent owners of Membership Units and Economic Interests voluntarily transferred shall only receive and own the Membership Unit Units or Economic Interest Interests subject to the same restrictions upon transfer and encumbrance as set forth in this Agreement, to which the Transferor Class A Holder was subject, including, without limitation, all of including the applicable provisions of this Article XII.