Execution of Counterpart. Except in connection with an Approved Sale or Exchanges made in accordance with Section 9.9, each Transferee of Units or other interests in the Company shall, as a condition prior to such Transfer, execute and deliver to the Company a counterpart or acceptable joinder to this Agreement pursuant to which such Transferee shall agree to be bound by the provisions of this Agreement.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Clearwater Analytics Holdings, Inc.), Limited Liability Company Agreement (Clearwater Analytics Holdings, Inc.), Limited Liability Company Agreement (loanDepot, Inc.)
Execution of Counterpart. Except in connection with an Approved Sale or Exchanges made in accordance with Section 9.9Sale, each Transferee of Units or other interests in the Company shall, as a condition prior to such Transfer, execute and deliver to the Company a counterpart or acceptable joinder to this Agreement pursuant to which such Transferee shall agree to be bound by the provisions of this Agreement.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (loanDepot, Inc.), Limited Liability Company Agreement (loanDepot, Inc.), Operating Agreement (Gse Systems Inc)
Execution of Counterpart. Except in connection with an Approved Sale or Exchanges made in accordance with Section 9.9Sale, each Transferee of Units or other interests in the Company shall, as a condition prior to such Transfer, execute and deliver to the Company a joinder or counterpart or acceptable joinder to this Agreement in form and substance acceptable to the Board pursuant to which such Transferee shall agree to be bound by the provisions of this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Pinnacle Financial Partners Inc), Limited Liability Company Agreement (Pinnacle Financial Partners Inc)
Execution of Counterpart. Except in connection with an Approved Sale or Exchanges made in accordance with Section 9.9Sale, each Transferee of Units or other interests in the Company (including any Permitted Transferee) shall, as a condition prior to such Transfer, execute and deliver to the Company a counterpart or acceptable joinder to this Agreement pursuant to which such Transferee shall agree to be bound by the provisions of this Agreement.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Chicago Pacific Founders UGP, LLC), Limited Liability Company Agreement (ChromaDex Corp.)