Common use of Non-Permitted Transfers Clause in Contracts

Non-Permitted Transfers. (a) Any purported Transfer of Membership Interests or any economic interest therein not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof shall be null and void ab initio, regardless of any notice provided to the Company, and shall not create any obligation or liability of the Company to the purported transferee, and any Person purportedly acquiring any Membership Interests or any economic interest therein purportedly transferred not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof shall not be entitled to admission to the Company as a substitute Member. (b) In the case of an attempted Transfer of any Membership Interests or any economic benefit therein that is not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof, the parties engaging or attempting to engage in such Transfer shall indemnify and hold harmless the Company, the Operating Committee and the other Members from all cost, liability and damage that any of such indemnified persons may incur (including, without limitation, incremental tax liability and attorneys' fees and expenses) as a result of such Transfer or attempted Transfer and the enforcement of this indemnity. (c) No Member, nor any assignee or successor in interest of any member, including a Permitted Transferee, shall Transfer its Membership Interests or any economic benefit therein if such Transfer would cause the Company to be treated as a "publicly traded partnership" within the meaning of Code Section 7704 and the regulations promulgated thereunder.

Non-Permitted Transfers. (a) Any purported Transfer of Membership Interests or any economic interest therein not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof shall be null and void ab initio, regardless of any notice provided to the Company, and shall not create any obligation or liability of the Company to the purported transferee, and any Person purportedly acquiring any Membership Interests or any economic interest therein purportedly transferred not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof shall not be entitled to admission to the Company as a substitute Member. (b) In the case of an attempted Transfer of any Membership Interests or any economic benefit therein that is not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof, the parties engaging or attempting to engage in such Transfer shall indemnify and hold harmless the Company, the Operating Committee and the other Members from all cost, liability and damage that any of such indemnified persons may incur (including, without limitation, incremental incremen tal tax liability and attorneys' fees and expenses) as a result of such Transfer or attempted Transfer Trans fer and the enforcement of this indemnity. (c) No Member, nor any assignee or successor in interest of any member, including a Permitted Transferee, shall Transfer its Membership Interests or any economic benefit therein if such Transfer would cause the Company to be treated as a "publicly traded partnership" within the meaning of Code Section 7704 and the regulations promulgated thereunderthereun der.

Non-Permitted Transfers. (a) Any purported Transfer of Membership all or any portion of Percentage Interests of any Company or any economic benefit or other interest therein not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof 5.1 shall be null and void ab initio, regardless of any notice provided to any of the Companyparties hereto, and shall not create any obligation or liability of any of the Company parties hereto to the purported transferee, and any Person purportedly acquiring all or any Membership portion of any Percentage Interests or any economic benefit or other interest therein purportedly transferred not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof 5.1 shall not be entitled to admission to the Company as a substitute Member. (b) In the case of an attempted Transfer of all or any Membership portion of any Percentage Interests of the Company or any economic benefit or other interest therein that is not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof5.1, the parties engaging or attempting to engage in such Transfer shall indemnify and hold harmless the Companyother parties hereto and their respective officers, the Operating Committee directors, affiliates, members, partners and the other Members employees from all cost, liability and damage that any of such indemnified persons may incur (including, without limitation, incremental tax liability and attorneys' ’ fees and expenses) as a result of such Transfer or attempted Transfer and the enforcement of this indemnity. (c) No Member, nor including any assignee or successor in interest of any member, including a Permitted TransfereeMember, shall Transfer all or any portion of its Membership Percentage Interests of the Company or any economic benefit or other interest therein if such Transfer would cause the Company to be treated as a "“publicly traded partnership" ” within the meaning of Code Section 7704 and the regulations Regulations promulgated thereunder.

Non-Permitted Transfers. (ai) Any purported Transfer of Membership Interests all or any portion of Units of the Company or any economic benefit or other interest therein not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof 5.1(a) shall be null and void ab initio, regardless of any notice provided to any of the Companyparties hereto, and shall not create any obligation or liability of any of the Company parties hereto to the purported transferee, and any Person purportedly acquiring all or any Membership Interests portion of any Units or any economic benefit or other interest therein purportedly transferred not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof 5.1(a) shall not be entitled to admission to the Company as a substitute Member. (bii) In the case of an attempted Transfer of all or any Membership Interests portion of any Units of the Company or any economic benefit or other interest therein that is not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof5.1(a), the parties engaging or attempting to engage in such Transfer shall indemnify and hold harmless the Companyother parties hereto and their respective officers, the Operating Committee directors, affiliates, members, partners and the other Members employees from all cost, liability and damage that any of such indemnified persons may incur (including, without limitation, incremental tax liability and attorneys' ’ fees and expenses) as a result of such Transfer or attempted Transfer and the enforcement of this indemnity. (ciii) No Member, nor including any assignee or successor in interest of any member, including a Permitted TransfereeMember, shall Transfer all or any portion of its Membership Interests Units of the Company or any economic benefit or other interest therein if such Transfer would cause the Company to be treated as a "“publicly traded partnership" ” within the meaning of Code Section 7704 and the regulations Regulations promulgated thereunder.

Non-Permitted Transfers. (a) Any purported Transfer of Membership all or any portion of Percentage Interests or any economic benefit or other interest therein not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof 5.1 shall be null and void ab initio, regardless of any notice provided to any of the Companyparties hereto, and shall not create any obligation or liability of any of the Company parties hereto to the purported transferee, and any Person purportedly acquiring all or any Membership portion of any Percentage Interests or any economic benefit or other interest therein purportedly transferred not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof 5.1 shall not be entitled to admission to the Company as a substitute Member. (b) In the case of an attempted Transfer of all or any Membership portion of any Percentage Interests or any economic benefit or other interest therein that is not in compliance with Section 4.1, 4.3, 4.4, 4.5 or 4.6 hereof5.1, the parties engaging or attempting to engage in such Transfer shall indemnify and hold harmless the Companyother parties hereto and their respective officers, the Operating Committee directors, affiliates, members, partners and the other Members employees from all cost, liability and damage that any of such indemnified persons may incur (including, without limitation, incremental tax liability and attorneys' fees and expenses) as a result of such Transfer or attempted Transfer and the enforcement of this indemnity. (c) No Member, nor including any assignee or successor in interest of any member, including a Permitted TransfereeMember, shall Transfer all or any portion of its Membership Percentage Interests or any economic benefit or other interest therein if such Transfer would cause the Company to be treated as a "publicly traded partnership" within the meaning of Code Section 7704 and the regulations Regulations promulgated thereunder.