Common use of Further Restrictions Clause in Contracts

Further Restrictions. Notwithstanding any contrary provision in this Agreement and to the fullest extent permitted by law, any otherwise permitted Transfer or Encumbrance shall be null and void (unless this provision is waived in writing by the Board) if: (a) such Transfer or Encumbrance may require the registration of the subject Interest pursuant to any applicable federal or state securities laws; (b) such Transfer or Encumbrance may subject the Council to regulation under the Investment Council Act of 1940, the Investment Advisers Act of 1940 (the “Advisers Act”) or the Employee Retirement Income Security Act of 1974, each as amended; (c) such Transfer or Encumbrance may result in a violation of Applicable Laws; (d) if such Transfer or Encumbrance would affect the Company’s existence or qualification as a limited liability company under the Act; (e) such Transfer or Encumbrance may be made to any Entity or person who may lack the legal right, power or capacity to own such Interest; or (f) the Council does not receive written instruments (including, without limitation, copies of any instruments of Transfer or Encumbrance, the Governing Member Joinder Agreement, if applicable, and such transferee’s consent to be bound by this Agreement as a Member) that are in form and substance satisfactory to the Board.

Appears in 17 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement, Limited Liability Company Agreement

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Further Restrictions. Notwithstanding any contrary provision in this Agreement and to the fullest extent permitted by law, any otherwise permitted Transfer or Encumbrance shall be null and void (unless this provision is waived in writing by the Board) if:if:‌ (a) such Transfer or Encumbrance may require the registration of the subject Interest pursuant to any applicable federal or state securities laws; (b) such Transfer or Encumbrance may subject the Council to regulation under the Investment Council Act of 1940, the Investment Advisers Act of 1940 (the “Advisers Act”) or the Employee Retirement Income Security Act of 1974, each as amended; (c) such Transfer or Encumbrance may result in a violation of Applicable Laws; (d) if such Transfer or Encumbrance would affect the Company’s existence or qualification as a limited liability company under the Act; (e) such Transfer or Encumbrance may be made to any Entity or person Person who may lack the legal right, power or capacity to own such Interest; or (f) the Council does not receive written instruments (including, without limitation, copies of any instruments of Transfer or Encumbrance, the Governing Member Joinder Agreement, if applicable, and such transferee’s consent to be bound by this Agreement as a Member) that are in form and substance satisfactory to the Board.

Appears in 4 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement, Limited Liability Company Agreement

Further Restrictions. Notwithstanding any contrary provision in this Agreement and to the fullest extent permitted by law, any otherwise permitted Transfer or Encumbrance shall be null and void (unless this provision is waived in writing by the Board) if:if:‌ (a) such Transfer or Encumbrance may require the registration of the subject Interest pursuant to any applicable federal or state securities laws; (b) such Transfer or Encumbrance may subject the Council to regulation under the Investment Council Act of 1940, the Investment Advisers Act of 1940 (the “Advisers Act”) or the Employee Retirement Income Security Act of 1974, each as amended; (c) such Transfer or Encumbrance may result in a violation of Applicable Laws; (d) if such Transfer or Encumbrance would affect the Company’s existence or qualification as a limited liability company under the Act; (e) such Transfer or Encumbrance may be made to any Entity or person who may lack the legal right, power or capacity to own such Interest; or (f) the Council does not receive written instruments (including, without limitation, copies of any instruments of Transfer or Encumbrance, the Governing Member Joinder Agreement, if applicable, and such transferee’s consent to be bound by this Agreement as a Member) that are in form and substance satisfactory to the Board.

Appears in 1 contract

Samples: Limited Liability Company Agreement

Further Restrictions. Notwithstanding any contrary provision in this Agreement and to the fullest extent permitted by law, any otherwise permitted Transfer or Encumbrance shall be null and void (unless this provision is waived in writing by the Board) if:... (a) such Transfer or Encumbrance may require the registration of the subject Interest pursuant to any applicable federal or state securities laws; ; (b) such Transfer or Encumbrance may subject the Council to regulation under the Investment Council Act of 1940, the Investment Advisers Act of 1940 (the “Advisers Act”) or the Employee Retirement Income Security Act of 1974, each as amended; ; (c) such Transfer or Encumbrance may result in a violation of Applicable Laws; ; (d) if such Transfer or Encumbrance would affect the Company’s existence or qualification as a limited liability company under the Act; ; (e) such Transfer or Encumbrance may be made to any Entity or person Person who may lack the legal right, power or capacity to own such Interest; or or (f) the Council does not receive written instruments (including, without limitation, copies of any instruments of Transfer or Encumbrance, the Governing Member Joinder Agreement, if applicable, and such transferee’s consent to be bound by this Agreement as a Member) that are in form and substance satisfactory to the Board.Agreeme...

Appears in 1 contract

Samples: Limited Liability Company Agreement

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Further Restrictions. Notwithstanding any contrary provision in this Agreement and to the fullest extent permitted by law, any otherwise permitted Transfer or Encumbrance shall be null and void (unless this provision is waived in writing by the Board) if: (a) such Transfer or Encumbrance may require the registration of the subject Interest pursuant to any applicable federal or state securities laws; (b) such Transfer or Encumbrance may subject the Council to regulation under the Investment Council Act of 1940, the Investment Advisers Act of 1940 (the “Advisers Act”) or the Employee Retirement Income Security Act of 1974, each as amended; (c) such Transfer or Encumbrance may result in a violation of Applicable Laws; (d) if such Transfer or Encumbrance would affect the Company’s existence or qualification as a limited liability company under the Act; (e) such Transfer or Encumbrance may be made to any Entity or person Person who may lack the legal right, power or capacity to own such Interest; or (f) the Council does not receive written instruments (including, without limitation, copies of any instruments of Transfer or Encumbrance, the Governing Member Joinder Agreement, if applicable, and such transferee’s consent to be bound by this Agreement as a Member) that are in form and substance satisfactory to the Board.

Appears in 1 contract

Samples: Limited Liability Company Agreement

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