Common use of Documentation; Validity of Transfer Clause in Contracts

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 may 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 3.5 3.6 and 3.6 3.7 have been satisfied and (b) the Company has received, on behalf of the Company, received a document in a form acceptable to the Company executed by both the Transferor Member Transferring its Membership Interest (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 Transferee and such Person's ’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 and Percentage Interest of the Member Transferring its Membership Interest and the Transferee 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 and Percentage Interest of the Transferor Member Transferring its Membership Interest 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, (iv) 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 (ivv) 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 3.8 and the applicable provisions of Sections 3.6, 3.7 and Sections 3.5 and 3.6 3.9(b) is effective against the Company as of the first business day Business Day of the calendar month Calendar Month immediately succeeding the month Calendar Month in which (y1) the Company receives the document required by this Section 3.7 3.8 reflecting such Transfer, and (z2) the other requirements of Sections 3.5 3.6, 3.7 and 3.6 3.9(b) 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 3.05 and 3.6 3.06 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 Member effecting the Transfer (or if the Transfer is on account of the death, incapacity, or liquidation of the Member, its representative) and the Transfereetransferee. 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 Member effecting the Transfer and the Person to which the Membership Interest or part thereof is Transferred (which together must total the Membership Interest of the Transferor Member effecting the Transfer 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 3.04 are true and correct with respect to such Person. Each Transfer and, if applicable, admission complying with the provisions of this Section 3.7 3.07 and Sections 3.5 3.05 and 3.6 3.06 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 3.07 reflecting such Transfer, and (z) the other requirements of Sections 3.5 3.05 and 3.6 3.06 have been met.