Common use of Obligations and Rights of Transferees Clause in Contracts

Obligations and Rights of Transferees. A Transferee of a Membership Interest as a result of a Transfer that is effected in compliance with this Article 10 who is not admitted as a Substitute Member pursuant to Section 10.8 shall (unless the express terms of the Transfer otherwise provide) be deemed to have had assigned to him, her or it, and shall be entitled to receive, distributions from the Company and allocations of Profits and Losses (and items comprising Profits and Losses) of the Company attributable to the Membership Interest assigned to such transferee, but (irrespective of the terms of the Transfer) shall have no right to (i) become a Member, (ii) vote such Membership Interest with respect to any matter submitted to the Members for a vote, (iii) exercise any rights of a Member under the Act or this Agreement (including but not limited to access to information and to receipt of reports) other than those set forth in this Section 10.9, or (iv) act as an agent of the Company, the Manager or any Member. A transferee of a Membership Interest who is not admitted as a Substitute Member pursuant to Section 10.8 hereof, whether or not he, she or it has accepted in writing the terms and conditions of this Agreement and assumed in writing the obligations of the transferor, shall be deemed, by acquisition of such Membership Interest, to have agreed to be subject to and bound by all the terms and conditions of this Agreement with the same effect as the transferor of such Membership Interest and, if such transferee desires to transfer such Membership Interests, such transferee shall be subject to all the provisions of this Article 10 to the same extent and in the same manner as any Member desiring transfer of his, her or its Membership Interest. No such Transfer shall release the transferor of his, her or its obligations and duties under this Agreement.

Obligations and Rights of Transferees. A Transferee of a Membership Interest as a result of a Transfer that is effected in compliance with this Article 10 who is not admitted as a Substitute Member pursuant to Section 10.8 10.7 shall (unless the express terms of the Transfer otherwise provide) be deemed to have had assigned to him, her or 112776\000006\4832-7583-6415v3 it, and shall be entitled to receive, distributions from the Company and allocations of Profits and Losses (and items comprising Profits and Losses) of the Company attributable to the Membership Interest assigned to such transferee, but (irrespective of the terms of the Transfer) shall have no right to (i) become a Member, (ii) vote such Membership Interest with respect to any matter submitted to the Members for a vote, (iii) exercise any rights of a Member under the Act or this Agreement (including but not limited to access to information and to receipt of reports) other than those set forth in this Section 10.910.8, or (iv) act as an agent of the Company, the Manager or any Member. A transferee of a Membership Interest who is not admitted as a Substitute Member pursuant to Section 10.8 10.7 hereof, whether or not he, she or it has accepted in writing the terms and conditions of this Agreement and assumed in writing the obligations of the transferor, shall be deemed, by acquisition of such Membership Interest, to have agreed to be subject to and bound by all the terms and conditions of this Agreement with the same effect as the transferor of such Membership Interest and, if such transferee desires to transfer such Membership Interests, such transferee shall be subject to all the provisions of this Article 10 to the same extent and in the same manner as any Member desiring transfer of his, her or its Membership Interest. No such Transfer shall release the transferor of his, her or its obligations and duties under this Agreement.