Common use of Permitted Designee Clause in Contracts

Permitted Designee. (a) Any right of a Member under this Agreement to acquire additional Units may be exercised, at the option of the Member, by a Permitted Designee of such Member, subject to the remainder of this Section 7.11 and the limit on the applicable Equityholder Group’s Maximum Number of Holders under Section 8.1(a). If a Member desires for a Permitted Designee to acquire Units in lieu of the Member, the Member will notify the Managing Member in writing. As a condition to such acquisition, the Member will cause the Permitted Designee to execute and deliver to the Managing Member and each other Member an Assignment and Assumption Agreement in the form attached as Exhibit D, and upon consummation of the acquisition of Units, the Permitted Designee will be a Member and will be subject to all rights and obligations of a Member owning the acquired Units under this Agreement. (b) Except as provided in Section 8.12, before any Permitted Designee ceases to qualify as a Permitted Designee of the relevant Member, it will Transfer full legal and beneficial ownership of its Units to the relevant Member or, subject to this Section 7.11, another Permitted Designee of the relevant Member. If such Transfer is not made in accordance with the immediately preceding sentence, then in addition to all other remedies available at law or in equity, any shares of Class B Common Stock held by such non-qualifying Permitted Designee will be immediately redeemed by the Company for their Par Value per share in accordance with the terms of the Equityholders’ Agreement and the Charter.

Permitted Designee. (a) Any Subject to Section 3.1, any right of a Member an Equityholder under this Agreement to acquire additional Units Equity Securities may be exercised, at the option of the MemberEquityholder, by a Permitted Designee of such Member, subject to the remainder of this Section 7.11 and the limit on the applicable Equityholder Group’s Maximum Number of Holders under Section 8.1(a)Equityholder. If a Member an Equityholder desires for a Permitted Designee to acquire Units Equity Securities in lieu of the MemberEquityholder, the Member Equityholder will notify the Managing Member Company in writing. As a condition to such acquisition, the Member Equityholder will cause the Permitted Designee to execute and deliver to the Managing Member Company and each other Member Equityholder an Assignment and Assumption Agreement in the form attached as Exhibit DH, and upon consummation of the acquisition of UnitsCommon Stock, the Permitted Designee will be a Member an Equityholder and will be subject to all rights and obligations of a Member an Equityholder owning the acquired Units Equity Securities under this Agreement. (b) Except as provided in Section 8.123.12, before any Permitted Designee ceases to qualify as a Permitted Designee of the relevant MemberEquityholder, it will Transfer full legal and beneficial ownership of its Equity Securities and Units (if any) to the relevant Member Equityholder or, subject to this Section 7.113.9, another Permitted Designee of the relevant MemberEquityholder. If such a Transfer is not made in accordance with the immediately preceding sentence, then then, in addition to all other remedies available at law or in equity, any shares of Class B Common Stock held by such non-qualifying qualified Permitted Designee will be immediately redeemed by the Company for their Par Value per share in accordance with the terms of the Equityholders’ this Agreement and the Charter.

Permitted Designee. (a) Any Subject to Section 3.1, any right of a Member an Equityholder under this Agreement to acquire additional Units Equity Securities may be exercised, at the option of the MemberEquityholder, by a Permitted Designee of such Member, subject to the remainder of this Section 7.11 and the limit on the applicable Equityholder Group’s Maximum Number of Holders under Section 8.1(a)Equityholder. If a Member an Equityholder desires for a Permitted Designee to acquire Units Equity Securities in lieu of the MemberEquityholder, the Member Equityholder will notify the Managing Member Company in writing. As a condition to such acquisition, the Member Equityholder will cause the Permitted Designee to execute and deliver to the Managing Member Company and each other Member Equityholder an Assignment and Assumption Agreement in the form attached as Exhibit DF, and upon consummation of the acquisition of UnitsCommon Stock, the Permitted Designee will be a Member an Equityholder and will be subject to all rights and obligations of a Member an Equityholder owning the acquired Units Equity Securities under this Agreement. (b) Except as provided in Section 8.123.12, before any Permitted Designee ceases to qualify as a Permitted Designee of the relevant MemberEquityholder, it will Transfer full legal and beneficial ownership of its Equity Securities and Units (if any) to the relevant Member Equityholder or, subject to this Section 7.113.9, another Permitted Designee of the relevant MemberEquityholder. If such a Transfer is not made in accordance with the immediately preceding sentence, then then, in addition to all other remedies available at law or in equity, any shares of Class B Common Stock held by such non-qualifying qualified Permitted Designee will be immediately redeemed by the Company for their Par Value per share in accordance with the terms of the Equityholders’ this Agreement and the Charter.