Common use of Estate Planning Transfers Clause in Contracts

Estate Planning Transfers. Transfers upon Death of a Management Member. (i) Interests held by Management Members may be transferred for estate- planning purposes of such Management Member, authorized by the prior written approval, which shall not be unreasonably withheld, of the Managing Members, to (A) a trust under which the distribution of the Interests may be made only to beneficiaries who are such Management Member, his or her spouse, his or her parents, members of his or her immediate family or his or her lineal descendants, (B) a charitable remainder trust, the income from which will be paid to such Management Member during his or her life, (C) a corporation, the shareholders of which are only such Management Member, his or her spouse, his or her parents, members of his or her immediate family or his or her lineal descendants or (D) a partnership or limited liability company, the partners or members of which are only such Management Member, his or her spouse, his or her parents, members of his or her immediate family or his or her lineal descendants. Interests may be transferred as a result of the laws of descent.

Estate Planning Transfers. Transfers upon Death of a Management Member, Outside Investor Members or Other Investor Members. (i) Interests and/or Special Membership Interests held by Management Members any Member may be transferred for estate- estate-planning purposes of such Management Member, authorized by the prior written approval, approval of the Board which shall not be unreasonably withheld, withheld (excluding such Member and other members of the Managing MembersBoard who are designees of such Member), to (A) a trust under which the distribution of the Interests and/or Special Membership Interests may be made only to beneficiaries who are such Management Member, his or her spouse, his or her parents, members of his or her immediate family or his or her lineal descendants, (B) a charitable remainder trust, the income from which will be paid to such Management Member during his or her life, (C) a corporation, the members or shareholders of which are only such Management Member, his or her spouse, his or her parents, members of his or her immediate family or his or her lineal descendants or (D) a partnership or limited liability company, the partners or members of which are only such Management Member, his or her spouse, his or her parents, members of his or her immediate family or his or her lineal descendants. Interests and/or Special Membership Interests may be transferred as a result of the laws of descent, provided that any heirs, executors or other beneficiaries shall remain subject to the terms of this Agreement as if such Member continued to hold the Interests and/or Special Membership Interests, as applicable, directly.