No Disposition in Violation of Law. Without limiting the representations set forth above, he or she will not make any disposition of all or any part of the interest which will result in the violation by him or her or by the Company of the Securities Act, or any other states securities law or any other applicable securities laws. Without limiting the foregoing, he or she agrees not to make any disposition of all or any part of the Membership Interest unless and until: (1) There is then in effect a registration statement under the Securities Act covering such proposed disposition and such disposition is made in accordance with such registration statement and any applicable requirements of state securities laws; or (2) He or she has notified the Company of the proposed disposition and has furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition, and if reasonably requested by the Manager, he or she has furnished the Company with a written opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of any securities under the Securities Act or the consent of or a permit from appropriate authorities under any applicable state securities laws; and (3) The disposition will satisfy all of the requirements and restrictions as set out in this Operating Agreement.
Appears in 3 contracts
Samples: Operating Agreement (MacKenzie Realty Capital, Inc.), Operating Agreement (MacKenzie Realty Capital, Inc.), Operating Agreement (MacKenzie Realty Capital, Inc.)
No Disposition in Violation of Law. Without limiting the representations set forth above, he or she and without limiting Article 7 of this Agreement, such Member will not make any disposition of all or any part of the interest Interests which will result in the violation by him or her such Member or by the Company of the Securities Act, or any other states securities law Act or any other applicable securities laws. Without limiting the foregoing, he or she each Member agrees not to make any disposition of all or any part of the Membership Interest Interests unless and until:
(1a) There there is then in effect a registration statement under the Securities Act covering such proposed disposition and such disposition is made in accordance with such registration statement and any applicable requirements of state securities laws; or
(2b) He or she such Member has notified the Company of the proposed disposition and has furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition, and if reasonably requested by the ManagerManagers, he or she such Member has furnished the Company with a written opinion of legal counsel, reasonably satisfactory to the Company, that such disposition will not require registration of any securities under the Securities Act or the consent of or a permit from appropriate authorities under any applicable state securities laws; and
(3) The disposition will satisfy all law or under the laws of the requirements and restrictions as set out in this Operating Agreementany other jurisdiction.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement
No Disposition in Violation of Law. Without limiting the representations set forth above, he or she and without limiting Article 11 of this Agreement, such Member will not make any disposition of all or any part of the interest Interests which will result in the violation by him or her such Member or by the Company of the Securities Act, or any other states securities law Act or any other applicable securities laws. Without limiting the foregoing, he or she each Member agrees not to make any disposition of all or any part of the Membership Interest Interests unless and until:
(1) There 16.5.1 there is then in effect a registration statement under the Securities Act covering such proposed disposition and such disposition is made in accordance with such registration statement and any applicable requirements of state securities laws; or
(2) He or she 16.5.2 such Member has notified the Company of the proposed disposition and has furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition, and if reasonably requested by the Manager, he or she such Member has furnished the Company with a written opinion of legal counsel, reasonably satisfactory to the Company, that such disposition will not require registration of any securities under the Securities Act or the consent of or a permit from appropriate authorities under any applicable state securities laws; and
(3) The disposition will satisfy all law or under the laws of the requirements and restrictions as set out in this Operating Agreementany other jurisdiction.
Appears in 1 contract
Samples: Operating Agreement (Benchmark Real Estate Investment Fund, LLC)
No Disposition in Violation of Law. Without limiting the representations set forth above, he or she such Member will not make any disposition of all or any part of the interest such Member’s Interest which will result in the violation by him or her such Member or by the Company of the Securities Act, or any other states securities law or any other applicable securities lawsLaws. Without limiting the foregoing, he or she such Member agrees not to make any disposition of all or any part of the Membership Interest unless and untiluntil the following conditions are fully satisfied:
(1i) There is then in effect a registration statement under the Securities Act of 1933, as amended, covering such proposed disposition and such disposition is made in accordance with such registration statement and any applicable requirements of state securities lawsother Securities Laws; or
(2A) He or she Such Member has notified the Company of the proposed disposition and has furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition, and (B) if reasonably requested by the Manager, he or she such Member has furnished the Company with a written opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of any securities under the Securities Act of 1933, as amended, or the consent of or a permit from appropriate authorities under any other applicable state securities laws; and
(3) The disposition will satisfy all of the requirements and restrictions as set out in this Operating AgreementSecurities Laws.
Appears in 1 contract
Samples: Operating Agreement (Owens Mortgage Investment Fund a Calif LTD Partnership)
No Disposition in Violation of Law. Without limiting the representations set forth above, he or she and without limiting ARTICLE IX of this Agreement, such Member will not make any disposition of all or any part of the interest Percentage Interests which will result in the violation by him or her such Member or by the Company of the Securities Act, or any other states securities law Act or any other applicable securities laws. Without limiting the foregoing, he or she each Member agrees not to make any disposition of all or any part of the Membership Interest Percentage Interests unless and until:
(1i) There is then in effect a registration statement under the Securities Act covering such proposed disposition and such disposition is made in accordance with such registration statement and any applicable requirements of state securities laws; or
(2ii) He or she Such Member has notified the Company of the proposed disposition and has furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition, and if reasonably requested by the Manager, he or she such Member has furnished the Company with a written opinion of legal counsel, reasonably satisfactory to the Company, that such disposition will not require registration of any securities under the Securities Act or the consent of or a permit from appropriate authorities under any applicable state securities laws; and
(3) The disposition will satisfy all law or under the laws of the requirements and restrictions as set out in this Operating Agreementany other jurisdiction.
Appears in 1 contract
Samples: Operating Agreement
No Disposition in Violation of Law. Without limiting the representations set forth above, he or she such Member will not make any disposition of all or any part of the interest such Member’s Class A Units which will result in the violation by him or her such Member or by the Company of the Securities Act, or any other states securities law or any other applicable securities laws. Without limiting the foregoing, he or she such Member agrees not to make any disposition of all or any part of the Membership Interest Class A Units unless and untiluntil the following conditions are fully satisfied:
(1) 17.7.1 There is then in effect a registration statement under the Securities Act Act, covering such proposed disposition and such disposition is made in accordance with such registration statement and any applicable requirements of state other securities laws; or
17.7.2 (2a) He or she Such Member has notified the Company of the proposed disposition and has furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition, ; and (b) if reasonably requested by the Manager, he or she such Member has furnished the Company with a written opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of any securities under the Securities Act Act, or the consent of or a permit from appropriate authorities under any other applicable state securities laws; and
(3) The disposition will satisfy all of the requirements and restrictions as set out in this Operating Agreement.
Appears in 1 contract
Samples: Limited Liability Company Agreement