Common use of Limitations on Transfers Clause in Contracts

Limitations on Transfers. Except as set forth in Sections 10.2, 10.3 and 10.4, no Member shall for any reason, whether voluntarily, involuntarily or by operation of law, Transfer all or any of such Member’s Membership Interest, without the prior unanimous written consent of the Members. To the fullest extent permitted by law, any Transfer not expressly permitted in this Agreement shall be null and void and of no legal effect. A transferee of a Membership Interest shall have the right to become a substitute Member only if (i) unanimous consent of the Members is given; (ii) such Person executes an instrument satisfactory to Managing Member accepting and adopting the terms and provisions of this Agreement; and (iii) such Person pays any reasonable expenses in connection with such Person’s admission as a substitute Member. The admission of a substitute Member shall not release the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement (Carey Watermark Investors Inc), Limited Liability Company Operating Agreement (Carey Watermark Investors Inc)

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Limitations on Transfers. Except as set forth in Sections 10.26.2, 10.3 6.3 and 10.46.4, no Member shall for any reason, whether voluntarily, involuntarily or by operation of law, Transfer all or any of such Member’s Membership Interestdirect or indirect membership interest, without the prior unanimous written consent of the Members. To the fullest extent permitted by law, any Transfer not expressly permitted in this Agreement shall be null and void and of no legal effect. A transferee of a Membership Interest any direct membership interest shall have the right to become a substitute Member only if (ia) unanimous consent of the Members is given; (iib) such Person executes an instrument satisfactory to Managing Member accepting and adopting the terms and provisions of this Agreement; and (iiic) such Person pays any reasonable expenses in connection with such Person’s admission as a substitute Member. The admission of a substitute Member shall not release the Member who assigned the Membership Interest membership interest from any liability that such Member may have to the Company.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Carey Watermark Investors 2 Inc), Limited Liability Company Agreement (Carey Watermark Investors 2 Inc)

Limitations on Transfers. Except as set forth in Sections 10.2, 10.3 and 10.4, no Member shall shall, for any reason, whether voluntarily, involuntarily or by operation of law, Transfer all or any of such Member’s Membership Interest, without the prior unanimous written consent of the Members. To the fullest extent permitted by law, any Transfer not expressly permitted in this Agreement shall be null and void and of no legal effect. A transferee of a Membership Interest shall have the right to become a substitute Member only if (i) unanimous consent of the Members is given; (ii) such Person executes an instrument satisfactory to Managing Member accepting and adopting the terms and provisions of this Agreement; and (iii) such Person pays any reasonable expenses in connection with such Person’s admission as a substitute Member. The admission of a substitute Member shall not release the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement (Carey Watermark Investors Inc)

Limitations on Transfers. Except as set forth in Sections 10.2, 10.3 10.3, 10.4 and 10.410.5, no Member shall for any reason, whether voluntarily, involuntarily or by operation of law, Transfer all or any of such Member’s Membership Interest, without the prior unanimous written consent of the Members. To the fullest extent permitted by law, any Transfer not expressly permitted in this Agreement shall be null and void and of no legal effect. A transferee of a Membership Interest shall have the right to become a substitute Member only if (i) unanimous written consent of the Members is given; (ii) such Person executes an instrument satisfactory to Managing Member accepting accepting, assuming and adopting the terms and provisions of this Agreement; and (iii) such Person pays any reasonable expenses in connection with such Person’s admission as a substitute Member. The admission of a substitute Member shall not release the Member who assigned the Membership Interest from any liability that such Member may have to the CompanyCompany unless expressly unanimously agreed to by the Members.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Carey Watermark Investors Inc)

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Limitations on Transfers. Except as set forth in Sections 10.2, 10.3 and 10.4, no Member shall for any reason, whether voluntarily, involuntarily or by operation of law, Transfer all or any of such Member’s Membership Interest, without the prior unanimous written consent of the Members. To the fullest extent permitted by law, any Any Transfer not expressly permitted in this Agreement shall be null and void and of no legal effect. A transferee of a Membership Interest shall have the right to become a substitute Member only if (i) unanimous consent of the Members is given; (ii) such Person executes an instrument satisfactory to Managing Member accepting and adopting the terms and provisions of this Agreement; and (iii) such Person pays any reasonable expenses in connection with such Person’s admission as a substitute Member. The admission of a substitute Member shall not release the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Carey Watermark Investors Inc)

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