Common use of Effect of Transfer to Substituted Member Clause in Contracts

Effect of Transfer to Substituted Member. Following the Transfer of any Unit or other interest in the Company that is permitted under Sections 7.3 and 7.4, the Transferee of such Unit or other interest in the Company shall be treated as having made all of the Capital Contributions in respect of, and received all of the distributions received in respect of, such Unit or other interest in the Company, shall succeed to the Capital Account balance associated with such Unit or other interest in the Company, shall receive allocations and distributions under ARTICLE IV and ARTICLE V in respect of such Unit or other interest in the Company and otherwise shall become a Substituted Member entitled to all the rights of a Member with respect to such Unit or other interest in the Company.

Appears in 11 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Ub Fuel Cell, LLC), Limited Liability Company Agreement (Clearway Energy, Inc.)

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Effect of Transfer to Substituted Member. Following the Transfer of any Unit or other interest in the Company that is permitted under Sections 7.3 and 7.4, the Transferee of such Unit or other interest in the Company shall be treated as having made all of the Capital Contributions in respect of, and received all of the distributions received in respect of, such Unit or other interest in the Company, shall succeed to the Capital Account balance associated with such Unit or other interest in the Company, shall receive allocations and distributions under ARTICLE Article IV and ARTICLE Article V in respect of such Unit or other interest in the Company and otherwise shall become a Substituted Member entitled to all the rights of a Member with respect to such Unit or other interest in the Company.

Appears in 8 contracts

Samples: Limited Liability Company Agreement (TerraForm Power, Inc.), Limited Liability Company Agreement (TerraForm Power, Inc.), Limited Liability Company Agreement (TerraForm Power, Inc.)

Effect of Transfer to Substituted Member. Following the Transfer of any Unit or other interest in the Company that is permitted under Sections 7.3 and 7.47.3, the Transferee of such Unit or other interest in the Company shall be treated as having made all of the Capital Contributions capital contributions in respect of, as having been allocated all the items of income and loss allocated in respect of, and received all of the distributions received in respect of, such Unit or other interest in the Company, shall succeed to the Capital Account balance associated with such Unit or other interest in the Company, shall receive allocations and distributions under ARTICLE IV and IV, ARTICLE V and Section 7.2 in respect of such Unit or other interest in the Company and otherwise shall become a Substituted Member entitled to all the rights of a Member with respect to such Unit or other interest in the Company.

Appears in 5 contracts

Samples: Limited Liability Company Agreement (PetIQ, Inc.), Limited Liability Company Agreement (Planet Fitness, Inc.), Limited Liability Company Agreement (Habit Restaurants, Inc.)

Effect of Transfer to Substituted Member. Following the Transfer of any Unit or other interest in the Company that is permitted under Sections 7.3 7.4 and 7.47.5, the Transferee of such Unit or other interest in the Company shall be treated as having made all of the Capital Contributions in respect of, and received all of the distributions received in respect of, such Unit or other interest in the Company, shall succeed to the Capital Account balance associated with such Unit or other interest in the Company, shall receive allocations and distributions under ARTICLE IV and ARTICLE V in respect of such Unit or other interest in the Company and and, if admitted as such in accordance with Section 7.5, otherwise shall become a Substituted Member entitled to all the rights of a Member with respect to such Unit or other interest in the Company.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Global Brokerage Holdings, LLC), Limited Liability Company Agreement (FXCM Inc.), Limited Liability Company Agreement (FXCM Inc.)

Effect of Transfer to Substituted Member. Following the Transfer of any Unit Unit, or other interest Membership Interest in the Company that is permitted under Sections 7.3 Section 8.4 and 7.4Section 8.5, the Transferee of such Unit or other interest in the Company shall be treated as having made all of the Capital Contributions in respect of, and received all of the distributions received in respect of, such Unit or other interest Membership Interest in the Company, shall succeed to the Capital Account balance associated with such Unit or other interest in the Company, shall receive allocations and distributions under ARTICLE IV and IV, ARTICLE V and Section 8.3 in respect of such Unit or other interest Membership Interest in the Company and otherwise shall become a Substituted Member entitled to all the rights of a Member with respect to such Unit or other interest Membership Interest in the Company.

Appears in 3 contracts

Samples: Equity Purchase Agreement (Hicks Acquisition CO II, Inc.), Equity Purchase Agreement (Paperweight Development Corp), Limited Liability Company Agreement (57th Street General Acquisition Corp)

Effect of Transfer to Substituted Member. Following the Transfer of any Unit or other interest in the Company that is permitted under Sections 7.3 7.4 and 7.47.5, the Transferee of such Unit or other interest in the Company shall be treated as having made all of the Capital Contributions in respect of, and received all of the distributions received in respect of, such Unit or other interest in the Company, shall succeed to the Capital Account balance associated with such Unit or other interest in the Company, shall receive allocations and distributions under ARTICLE IV and IV, ARTICLE V and Section 7.2 in respect of such Unit or other interest in the Company and otherwise shall become a Substituted Member entitled to all the rights of a Member with respect to such Unit or other interest in the Company.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (DynaVox Inc.), Limited Liability Company Agreement (DynaVox Inc.), Limited Liability Company Agreement (DynaVox Inc.)

Effect of Transfer to Substituted Member. Following the Transfer of any Unit or other interest in the Company that is permitted under Sections 7.3 7.4 and 7.47.5, the Transferee of such Unit or other interest in the Company shall be treated as having made all of the Capital Contributions in respect of, and received all of the distributions received in respect of, such Unit or other interest in the Company, shall succeed to the Capital Account balance associated with such Unit or other interest in the Company, shall receive allocations and distributions under ARTICLE IV and ARTICLE V in respect of such Unit or other interest in the Company and otherwise shall become a Substituted Member entitled to all the rights of a Member with respect to such Unit or other interest in the Company.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (PBF Energy Inc.), Limited Liability Company Agreement (PBF Energy Inc.)

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Effect of Transfer to Substituted Member. Following the Transfer of any Unit or other interest in the Company Interest that is permitted under Sections 7.3 and 7.4Section 7.3, the Transferee of such Unit or other interest in the Company Interest shall be treated as having made all of the Capital Contributions capital contributions in respect of, as having been allocated all the items of income and loss allocated in respect of, and received all of the distributions received in respect of, such Unit or other interest in the CompanyCompany Interest, shall succeed to the Capital Account balance associated with such Unit or other interest in the CompanyCompany Interest, shall receive allocations and distributions under ARTICLE IV and IV, ARTICLE V and Section 7.2 in respect of such Unit or other interest in the Company Interest and otherwise shall become a Substituted Member entitled to all the rights of a Member with respect to such Unit or other interest in the CompanyCompany Interest.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Us LBM Holdings, Inc.)

Effect of Transfer to Substituted Member. Following the Transfer of any Unit or other interest in the Company that is permitted under Sections 7.3 7.4 and 7.47.5, the Transferee of such Unit or other interest in the Company shall be treated as having made all of the Capital Contributions in respect of, and received all of the distributions received in respect of, such Unit or other interest in the Company, shall succeed to the Capital Account balance associated with such Unit or other interest in the Company, shall receive allocations and distributions under ARTICLE Article IV and ARTICLE Article V in respect of such Unit or other interest in the Company and and, if admitted as such in accordance with Section 7.5, otherwise shall become a Substituted Member entitled to all the rights of a Member with respect to such Unit or other interest in the Company.

Appears in 1 contract

Samples: Restructuring Support Agreement (Global Brokerage, Inc.)

Effect of Transfer to Substituted Member. Following the Transfer of any Unit Unit, or other interest Membership Interest in the Company that is permitted under Sections 7.3 ýSection 8.4 and 7.4ýSection 8.5, the Transferee of such Unit or other interest in the Company shall be treated as having made all of the Capital Contributions in respect of, and received all of the distributions received in respect of, such Unit or other interest Membership Interest in the Company, shall succeed to the Capital Account balance associated with such Unit or other interest in the Company, shall receive allocations and distributions under ARTICLE IV and IV, ARTICLE V and Section 8.3 in respect of such Unit or other interest Membership Interest in the Company and otherwise shall become a Substituted Member entitled to all the rights of a Member with respect to such Unit or other interest Membership Interest in the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (57th Street General Acquisition Corp)

Effect of Transfer to Substituted Member. Following the Transfer of any Unit or other interest in the Company that is permitted under Sections 7.3 and 7.4, the Transferee of such Unit or other interest in the Company shall be treated as having made all of the Capital Contributions capital contributions in respect of, as having been allocated all the items of income and loss allocated in respect of, and received all of the distributions received in respect of, such Unit or other interest in the Company, shall succeed to the Capital Account balance associated with such Unit or other interest in the Company, shall receive allocations and distributions under ARTICLE IV and IV, ARTICLE V and Section 7.2 in respect of such Unit or other interest in the Company and otherwise shall become a Substituted Member entitled to all the rights of a Member with respect to such Unit or other interest in the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Norcraft Companies, Inc.)

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