Effect of Prohibited Dispositions. Any attempted or purported Disposition of the Private Owner Interest (or any portion thereof) not strictly in accordance with the terms of this Agreement will be void ab initio and of no force or effect whatsoever. The Private Owner will not be entitled, and hereby specifically waives any right, to receive Company distributions during (i) the period between any attempted or purported Disposition of the Private Owner Interest (or any portion thereof) not strictly in accordance with the terms of this Agreement and the express rescission of such attempted or purported Disposition by the Private Owner and (ii) any period when the Private Owner is in violation of Section 8.2, provided that all such omitted Company distributions will (subject to Section 8.6) be made to the Private Owner (without interest) forthwith after the end of the relevant suspension period. The Initial Member will have the right to issue any applicable PO/Manager Distribution Instruction (and, in such case, will thereafter issue the applicable PO/Manager Distribution Reinstatement Notice following the end of the relevant suspension period) pursuant to Section 5.1(a) of the Custodial and Paying Agency Agreement in furtherance of the foregoing.
Appears in 8 contracts
Samples: Private Owner Interest Sale and Assignment Agreement, Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement
Effect of Prohibited Dispositions. Any attempted or purported Disposition of the Private Owner LLC Interest (or any portion thereof) not strictly in accordance with the terms of this Agreement will shall be void ab initio and of no force or effect whatsoever. The Private Owner will shall not be entitled, and hereby specifically waives any right, to receive Company distributions during (i) the period between any attempted or purported Disposition of the Private Owner LLC Interest (or any portion thereof) not strictly in accordance with the terms of this Agreement and the express rescission of such attempted or purported Disposition by the Private Owner and (ii) during any period when the Private Owner a Member is in violation of Section 8.2, provided that all such omitted Company distributions will (i) shall (subject to Section 8.6) be made to the Private Owner (without interest) forthwith after the end of the relevant suspension period. The Initial Member will have , and (ii) shall, for purposes of all calculations with respect to the right to issue any applicable PO/Manager Distribution Instruction occurrence (and, in such case, will thereafter issue the applicable PO/Manager Distribution Reinstatement Notice following the end of the relevant suspension period) pursuant to Section 5.1(aor non-occurrence) of the Custodial and Paying Agency Agreement in furtherance Incentive Threshold, be deemed to have been made to the Private Owner at such time as the same would have otherwise been made without giving effect to any such suspension or prohibition on account of the foregoingsuch attempted or purported Disposition.
Appears in 3 contracts
Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement
Effect of Prohibited Dispositions. Any attempted or purported Disposition of the Private Owner Interest (or any portion thereof) not strictly in accordance with the terms of this Agreement will shall be void ab initio and of no force or effect whatsoever. The Private Owner will shall not be entitled, and hereby specifically waives any right, to receive Company distributions during (i) the period between any attempted or purported Disposition of the Private Owner Interest (or any portion thereof) not strictly in accordance with the terms of this Agreement and the express rescission of such attempted or purported Disposition by the Private Owner and (ii) any period when the Private Owner is in violation of Section 8.2, provided that all such omitted Company distributions will (i) shall (subject to Section 8.6) be made to the Private Owner (without interest) forthwith after the end of the relevant suspension periodperiod and (ii) shall, for purposes of all calculations with respect to the occurrence (or non-occurrence) of the Incentive Threshold Event, be deemed to have been made to the Private Owner at such time as the same would have otherwise been made without giving effect to any such suspension or prohibition on account of such attempted or purported Disposition. The Initial Member will shall have the right to issue any applicable PO/Manager Distribution Instruction (and, in such case, will shall thereafter issue the applicable PO/Manager Distribution Reinstatement Notice following the end of the relevant suspension period) pursuant to Section 5.1(a) of the Custodial and Paying Agency Agreement in furtherance of the foregoing.
Appears in 2 contracts
Samples: Limited Liability Company Operating Agreement, Private Owner Interest Sale and Assignment Agreement
