Common use of Permitted Exchanges Clause in Contracts

Permitted Exchanges. (a) Notwithstanding Section 8.01, each Member (other than the Corporation) shall be entitled to exchange, at any time and from time to time, any or all of such Member’s Common Units, on a one-for-one basis, for the same number of shares of Common Stock (the number of shares of Common Stock for which a Common Unit is entitled to be exchanged referred to herein as the “Exchange Rate”) by delivering a written notice to the Manager (and to the Corporation, if the Corporation is not the Manager) stating that such Member desires to exchange a number of Common Units specified in such notice into an equal number of shares of Common Stock, accompanied by instruments of transfer to the Corporation, duly executed by such Member or such Member’s duly authorized attorney, and transfer tax stamps or funds therefor, if required pursuant to this Article VIII, in respect of the Common Units to be exchanged, in each case delivered during normal business hours at the principal executive offices of the Manager (and the Corporation, if the Corporation is not the Manager). The Manager shall use commercially reasonable efforts to effect any such exchange within one Business Day of receiving the requisite notice, instruments of transfer and transfer tax stamps or funds therefor, if required, as set forth in the preceding sentence. Notwithstanding the foregoing, no holder of a Common Unit shall be entitled to exchange such Common Unit for a share of Common Stock if such exchange would be prohibited under applicable federal or state securities laws or regulations.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (BioFuel Energy Corp.), Limited Liability Company Agreement (BioFuel Energy Corp.)

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Permitted Exchanges. (a) Notwithstanding Section 8.01, each Member (other than the Corporation) shall be entitled to exchange, at any time and from time to time, any or all of such Member’s Common 's Units, on a one-for-one basis, for the same number of shares of Common Stock (the number of shares of Common Stock for which a Common Unit is entitled to be exchanged referred to herein as the "Exchange Rate") by delivering a written notice to the Manager (and to the Corporation, if the Corporation is not the Manager) stating that such Member desires to exchange a number of Common Units specified in such notice into an equal number of shares of Common Stock, accompanied by instruments of transfer to the Corporation, duly executed by such Member or such Member’s 's duly authorized attorney, and transfer tax stamps or funds therefor, if required pursuant to this Article VIII, in respect of the Common Units to be exchanged, in each case delivered during normal business hours at the principal executive offices of the Manager (and the Corporation, if the Corporation is not the Manager). The Manager shall use commercially reasonable efforts to effect any such exchange within one Business Day of receiving the requisite notice, instruments of transfer and transfer tax stamps or funds therefor, if required, as set forth in the preceding sentence. Notwithstanding the foregoing, no holder of a Common Unit shall be entitled to exchange such Common Unit for a share of Common Stock if such exchange would be prohibited under applicable federal or state securities laws or regulations.

Appears in 1 contract

Samples: Limited Liability Company Agreement (BioFuel Energy Corp.)

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Permitted Exchanges. (a) Notwithstanding Section 8.01, each Member (other than the Corporation) shall be entitled to exchange, at any time and from time to time, any or all of such Member’s Common Units, on a one-for-one basis, for the same number of shares of Common Stock (the number of shares of Common Stock for which a Common Unit is entitled to be exchanged referred to herein as the “Exchange Rate”) by delivering a written notice to the Manager (and to the Corporation, if the Corporation is not the Manager) stating that such Member desires to exchange a number of Common Units specified in such notice into an equal number of shares of Common Stock, accompanied by instruments of transfer to the Corporation, duly executed by such Member or such Member’s duly authorized attorney, and transfer tax stamps or funds therefor, if required pursuant to this Article VIII, in respect of the Common Units to be exchanged, in each case delivered during normal business hours at the principal executive offices of the Manager (and the Corporation, if the Corporation is not the Manager). The Manager shall use commercially reasonable efforts to effect any such exchange within one Business Day of receiving the requisite notice, instruments of transfer and transfer tax stamps or funds therefor, if required, as set forth in the preceding sentence. Notwithstanding the foregoing, no holder of a Common Unit shall be entitled to exchange such Common Unit for a share of Common Stock if such exchange would be prohibited under applicable federal or state securities laws or regulations.

Appears in 1 contract

Samples: Limited Liability Company Agreement (BioFuel Energy Corp.)

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