Documentation; Validity of Transfer. No purported transfer of a Member’s Interest shall be effective as to the Company or the other Members unless and until the applicable provisions of Sections 8.1, 8.2 and 8.3 have been satisfied and such other Members have received a document in a form acceptable to such other Members executed by both the transferring Member (or its legal representative) and the transferee. Such document shall include: (i) the notice address of the transferee and such transferee’s express agreement to be bound by all the terms and conditions of this Agreement with respect to the Interest being transferred; (ii) the Interests of the transferring Member and the transferee after the transfer; and (iii) representations and warranties from both the transferring Member and the transferee that the transfer was made in accordance with all applicable Laws (including state and federal securities Laws) and the terms and conditions of this Agreement. Each transfer shall be effective against the Company and the other Members as of the first Business Day of the calendar month immediately succeeding the Company’s receipt of the document required by this Section 8.5, and the applicable requirements of Section 8.1, 8.2 and 8.3 have been met.
Documentation; Validity of Transfer. The Company shall not recognize for any purpose any purported Transfer of all or any part of a Member’s Subject Interests unless and until the applicable provisions of this Article XIII have been satisfied and the Company has received a document (the “Transfer Document”), in a form acceptable to the Company, executed by both the Transferring Member (or, if the Transfer is on account of the death, incapacity, or liquidation of the Member, its representative) and the potential Transferee. Such Transfer Document shall (a) include the notice address of the potential Transferee and such Person’s agreement to be bound by this Agreement with respect to the Subject Interests or part thereof being obtained, (b) set forth the Subject Interests, after giving effect to the Transfer, of the Transferring Member and the Person to which the Subject Interests or part thereof is Transferred (which together must total the Subject Interests of the Transferring Member before the Transfer), (c) contain a representation and warranty that the Transfer was made in accordance with all Laws (including state and federal securities Laws) and the terms and conditions of this Agreement, (d) include a legally binding agreement of the Transferee to be bound by this Agreement from and after the date such Transferee becomes a Member and (e) if the Person to which the Subject Interests or part thereof is Transferred is to be admitted to the Company as a Substituted Member, such Transferee’s representation and warranty that the representations and warranties in Section 15.12 are true and correct with respect to such Person. Each Transfer and, if applicable, admission complying with the provisions of this Article XIII is effective against the Company as of the business day that (x) the Company receives the Transfer Document and (y) the other requirements of this Article XIII have been met.
Documentation; Validity of Transfer. The Company may not recognize for any purpose any purported Transfer of all or any part of a Membership Interest unless and until the applicable provisions of Sections 3.5 and 3.6 have been satisfied and the Company has received, on behalf of the Company, a document in a form acceptable to the Company executed by both the Transferor (or if the Transfer is on account of the death, incapacity, or liquidation of the Member, its representative) and the Transferee. Such document shall (i) include the notice address of any Person to be admitted to the Company as a Substituted Member and such Person's agreement to be bound by this Agreement with respect to the Membership Interest or part thereof being obtained, (ii) set forth the Membership Interest after the Transfer of the Transferor and the Person to which the Membership Interest or part thereof is Transferred (which together must total the Membership Interest of the Transferor before the Transfer), (iii) contain a representation and warranty that the Transfer was made in accordance with all applicable Laws (including state and federal securities Laws) and the terms and conditions of this Agreement, and (iv) if the Person to which the Membership Interest or part thereof is Transferred is to be admitted to the Company as a Substituted Member, its representation and warranty that the representations and warranties in Section 3.4 are true and correct with respect to such Person. Each Transfer and, if applicable, admission complying with the provisions of this Section 3.7 and Sections 3.5 and 3.6 is effective against the Company as of the first business day of the calendar month immediately succeeding the month in which (y) the Company receives the document required by this Section 3.7 reflecting such Transfer, and (z) the other requirements of Sections 3.5 and 3.6 have been met.
Documentation; Validity of Transfer. The Company shall not recognize for any purpose any purported Transfer of all or any part of a Membership Interest unless and until (a) the applicable provisions of Sections 7.2 and 7.5 and this Section 7.3 have been satisfied, (b) each Member has received prior written notice of any proposed Transfer under Section 7.2(a) and (c) the Company has received, on behalf of the Company, a document in a form acceptable to the Company executed by both the Transferring Member (or if the Transfer is on account of the death, incapacity, or liquidation of the Member, its representative) and the Transferee. Such document shall (i) include the notice address of the potential Transferee and such Person’s agreement to be bound by this Agreement with respect to the Membership Interest or part thereof being obtained, (ii) set forth the Membership Interest after the Transfer of the Transferring Member and the Person to which the Membership Interest or part thereof is Transferred (which together must total the Membership Interest of the Transferring Member before the Transfer), (iii) contain a representation and warranty that the Transfer was made in accordance with all Laws (including state and federal securities Laws) and the terms and conditions of this Agreement, (iv) include a legally binding agreement of the Transferee to be bound by this Agreement as a Member of the Company from and EXHIBIT 10.1 EXECUTION VERSION after the date such Transferee becomes a Member and (vi) if the Person to which the Membership Interest or part thereof is Transferred is to be admitted to the Company as a Member, its representation and warranty that the representations and warranties in Section 3.1 (with respect to SUSGP) are true and correct with respect to such Person. Each Transfer and, if applicable, admission complying with the provisions of this Section 7.3 and Sections 7.1, 7.2 and 7.5(b) is effective against the Company as of the first Business Day of the calendar month immediately succeeding the month in which (y) the Company receives the document required by this Section 7.3 reflecting such Transfer, and (z) the other requirements of Sections 7.1, 7.2 and 7.5(b) have been met.
Documentation; Validity of Transfer. No purported transfer of a Partner’s Interest shall be effective as to the Partnership or the other Partners unless and until the applicable provisions of Sections 8.1, 8.2 and 8.3 have been satisfied and such other Partners have received a document in a form acceptable to such other Partners executed by both the transferring Partner (or its legal representative) and the transferee. Such document shall include: (i) the notice address of the transferee and such transferee’s express agreement to be bound by all the terms and conditions of this Agreement with respect to the Interest being transferred; (ii) the Interests of the transferring Partner and the transferee after the transfer; and (iii) representations and warranties from both the transferring Partner and the transferee that the transfer was made in accordance with all applicable Laws and the terms and conditions of this Agreement. Each transfer shall be effective against the Partnership and the other Partners as of the first Business Day of the calendar month immediately succeeding the Partnership’s receipt of the document required by this Section 8.5, and the applicable requirements of Section 8.1, 8.2 and 8.3 have been met.
Documentation; Validity of Transfer. No purported transfer of a Member’s Interest shall be effective as to the Company or the other Members unless and until the applicable provisions of Sections 8.1 and 8.2 have been satisfied and such other Members have received a document in a form acceptable to such other Members executed by both the transferring Member (or its legal representative) and the transferee. Such document shall include: (i) the notice address of the transferee, (ii) such transferee’s express agreement in writing to be bound by all of the terms and conditions of this Agreement with respect to the Interest being transferred, (iii) the Interests of the transferring Member and the transferee after the transfer and (iv) representations and warranties from both the transferring Member and the transferee that the transfer was made in accordance with applicable Law (including state and federal securities Laws) and the terms and conditions of this Agreement. Each transfer shall be effective against the Company and the other Members as of the first Business Day of the calendar month immediately succeeding the Company’s receipt of the document required by this Section 8.4, and the applicable requirements of Sections 8.1 and 8.2 have been met. A transferee of an Interest shall only the right to receive its Percentage Interest of the Company’s profits, losses, allocations and distributions until such time as such transferee is admitted as a substituted Member pursuant to Section 8.5.
Documentation; Validity of Transfer. The Company may not recognize for any purpose any purported Transfer of all or any part of a Membership Interest unless and until the applicable provisions of this Article VIII have been satisfied and the Manager has received, on behalf of the Company, in addition to any Supplemental Signature Page, a document in a form reasonably acceptable to the Manager executed by both the Member effecting the Transfer (or if the Transfer is on account of the death, incapacity, or liquidation of the Member, its representative) and the Transferee. Such document may include, at the Manager’s discretion, (a) the notice address of the Transferee and the Transferee’s agreement to be bound by this Agreement with respect to the Membership Interest or part thereof being obtained, (b) the Membership Interest after the Transfer of the Member effecting the Transfer and the Transferee (which together must total the Membership Interest of the Member effecting the Transfer before the Transfer), and (c) representations and warranties that the Transfer (i) was made in accordance with all applicable law (including state and federal securities laws) and the terms and conditions of this Agreement, (ii) will not cause the Company to be taxable as a corporation for federal income tax purposes and (iii) will not cause a termination of the Company for federal income tax purposes that will have a material adverse effect on the Members. Each Transfer and, if applicable, admission complying with the provisions of this Section 8.3 and the remainder of this Article VIII is effective against the Company as of the first Business Day of the month immediately succeeding the month in which (i) the Company receives the document required by this Section 8.3 reflecting such Transfer, and
Documentation; Validity of Transfer. The Company may not recognize for any purpose any purported Transfer of all or any part of a Partnership Interest unless and until the applicable provisions of Section 3.4 have been satisfied and the Company has received, on behalf of the Company (with copies to each of the Non-Transferring Partners), a document substantially in the form attached hereto as Exhibit B executed by both the Transferor (or if the Transfer is on account of the death, incapacity, or liquidation of the Partner, its legal or authorized representative) and the Transferee. Each Transfer and, if applicable, admission of a Substituted Partner complying with the provisions of Section 3.4 is effective against the Company as of the first Business Day of the calendar month immediately succeeding the month in which (i) the Company receives the documents required by this Section 3.4(h) reflecting such Transfer and (ii) all other requirements of Section 3.4 have been met.
Documentation; Validity of Transfer. 17 3.08 [Intentionally Deleted.] ................................... 18 3.09 Possible Additional Restrictions on Transfer ................ 18 3.10
Documentation; Validity of Transfer. No purported transfer of a Member’s Member Interest shall be effective as to the Company or the other Members unless and until the applicable provisions of Sections 4.5 and 4.6 have been satisfied and such other Members have received a document in a form acceptable to such other Members executed by both the transferring Member (or its legal representative) and the transferee. Such document shall include: (i) the notice address of the transferee, (ii) such transferee’s express agreement in writing to be bound by all of the terms and conditions of this Agreement with respect to the Interest being transferred, (iii) the Member Interests of the transferring Member and the transferee after the transfer and (iv) representations and warranties from both the transferring Member and the transferee that the transfer was made in accordance with applicable law (including state and federal securities laws) and the terms and conditions of this Agreement. A transferee of a Member Interest shall have only the right to receive its Pro Rata share of the Company’s profits, losses, allocations and distributions until such time as such transferee is admitted as a Substituted Member pursuant to Section 4.8.
