Common use of Prohibited Transfers Clause in Contracts

Prohibited Transfers. Any purported Transfer of Units that is not a Permitted Transfer shall be null and void and of no force or effect whatsoever; provided that, if the Company is required to recognize a Transfer that is not a Permitted Transfer (or if the Governors, in their sole discretion, elect to recognize a Transfer that is not a Permitted Transfer): (i) the transferee’s rights shall be strictly limited to the transferor’s Membership Financial Rights associated with such Units; and (ii) the Company may offset against such Membership Financial Rights (without limiting any other legal or equitable rights of the Company) any debts, obligations or liabilities for damages that the transferor or transferee may have to the Company. In the case of a Transfer or attempted Transfer of Units that is not a Permitted Transfer, the parties engaging or attempting to engage in such Transfer shall indemnify and hold harmless the Company and the other Members from all cost, liability and damage that such parties may incur (including, without limitation, incremental tax liabilities, attorneys’ fees and expenses) as a result thereof.

Prohibited Transfers. Any purported Transfer of Units that is not a Permitted Transfer permitted under this Section shall be null and void and of no force or effect whatsoever; provided that, if the Company is required to recognize such a Transfer that is not a Permitted Transfer (or if the GovernorsDirectors, in their sole discretion, elect to recognize such a Transfer that is not a Permitted Transfer): (i) ), the transferee’s rights Units Transferred shall be strictly limited to the transferor’s Membership Financial Rights associated Economic Interests as provided by this Agreement with such respect to the transferred Units; and (ii) the Company , which Membership Economic Interests may offset against such Membership Financial Rights be applied (without limiting any other legal or equitable rights of the Company) to satisfy any debts, obligations obligations, or liabilities for damages that the transferor or transferee of such Interest may have to the Company. In the case of a Transfer or attempted Transfer of Units that is not a Permitted Transferpermitted under this Section, the parties engaging or attempting to engage in such Transfer shall be liable to indemnify and hold harmless the Company and the other Members from all cost, liability liability, and damage that any of such parties indemnified Members may incur (including, without limitation, incremental tax liabilities, attorneyslawyers’ fees and expenses) as a result thereofof such Transfer or attempted Transfer and efforts to enforce the indemnity granted hereby.

Prohibited Transfers. Any purported Transfer of Units that is not a Permitted Transfer shall be null and void and of no force or effect whatsoever; provided that, if the Company is required to recognize a Transfer that is not a Permitted Transfer (or if the GovernorsDirectors, in their sole discretion, elect to recognize a Transfer that is not a Permitted Transfer): (i) the transferee’s rights shall be strictly limited to the transferor’s Membership Financial Rights Economic Interests associated with such Units; and (ii) the Company may offset against such Membership Financial Rights Economic Interests (without limiting any other legal or equitable rights of the Company) any debts, obligations or liabilities for damages that the transferor or transferee may have to the Company. In the case of a Transfer or attempted Transfer of Units that is not a Permitted Transfer, the parties engaging or attempting to engage in such Transfer shall indemnify and hold harmless the Company and the other Members from all cost, liability and damage that such parties may incur (including, without limitation, incremental tax liabilities, attorneys’ fees and expenses) as a result thereof.

Prohibited Transfers. Any purported Transfer of Units that is not a Permitted Transfer permitted under this Section shall be null and void and of no force or effect whatsoever; provided that, if the Company is required to recognize such a Transfer that is not a Permitted Transfer (or if the GovernorsDirectors , in their sole discretion, elect to recognize such a Transfer that is not a Permitted Transfer): (i) ), the transferee’s rights Units Transferred shall be strictly limited to the transferor’s Membership Financial Rights associated Economic Interests as provided by this Agreement with such respect to the transferred Units; and (ii) the Company , which Membership Economic Interests may offset against such Membership Financial Rights be applied (without limiting any other legal or equitable rights of the Company) to satisfy any debts, obligations obligations, or liabilities for damages that the transferor or transferee of such Interest may have to the Company. In the case of a Transfer or attempted Transfer of Units that is not a Permitted Transferpermitted under this Section, the parties engaging or attempting to engage in such Transfer shall be liable to indemnify and hold harmless the Company Company, and the other Members from all cost, liability liability, and damage that any of such parties indemnified Members may incur (including, without limitation, incremental tax liabilities, attorneyslawyers’ fees and expenses) as a result thereofof such Transfer or attempted Transfer and efforts to enforce the indemnity granted hereby.

Prohibited Transfers. Any purported Transfer of Units that is not a Permitted Transfer shall be null and void and of no force or effect whatsoever; provided that, if the Company is required to recognize a Transfer that is not a Permitted Transfer (or if the GovernorsManagers, in their sole discretion, elect to recognize a Transfer that is not a Permitted Transfer): (i) the transferee’s rights shall be strictly limited to the transferor’s Membership Financial Rights Economic Interests associated with such Units; and (ii) the Company may offset against such Membership Financial Rights Economic Interests (without limiting any other legal or equitable rights of the Company) any debts, obligations or liabilities for damages that the transferor or transferee may have to the Company. In the case of a Transfer or attempted Transfer of Units that is not a Permitted Transfer, the parties engaging or attempting to engage in such Transfer shall indemnify and hold harmless the Company and the other Members from all cost, liability and damage that such parties may incur (including, without limitation, incremental tax liabilities, attorneys’ fees and expenses) as a result thereof.

Prohibited Transfers. Any purported Transfer of Units that is not a Permitted Transfer shall be null and void and of no force or effect whatsoever; provided that, if the Company is required to recognize a Transfer that is not a Permitted Transfer (or if the GovernorsDirectors, in their sole discretion, elect to recognize a Transfer that is not a Permitted Transfer): (i) the transferee’s 's rights shall be strictly limited to the transferor’s 's Membership Financial Rights Economic Interests associated with such Units; and (ii) the Company may offset against such Membership Financial Rights Economic Interests (without limiting any other legal or equitable rights of the Company) any debts, obligations or liabilities for damages that the transferor or transferee may have to the Company. In the case of a Transfer or attempted Transfer of Units that is not a Permitted Transfer, the parties engaging or attempting to engage in such Transfer shall indemnify and hold harmless the Company and the other Members from all cost, liability and damage that such parties may incur (including, without limitation, incremental tax liabilities, attorneys’ ' fees and expenses) as a result thereof.

Prohibited Transfers. Any purported Transfer of Units that is not a Permitted Transfer permitted under this Section 9 shall be null and void and of no force or effect whatsoever; provided that, if the Company is required to recognize such a Transfer that is not a Permitted Transfer (or if the GovernorsDirectors, in their sole discretion, elect to recognize such a Transfer that is not a Permitted Transfer): (i) ), the transferee’s rights Units Transferred shall be strictly limited to the transferor’s Membership Financial Rights associated Economic Interests as provided by this Agreement with such respect to the transferred Units; and (ii) the Company , which Membership Economic Interests may offset against such Membership Financial Rights be applied (without limiting any other legal or equitable rights of the Company) to satisfy any debts, obligations obligations, or liabilities for damages that the transferor or transferee of such Units may have to the Company. In the case of a Transfer or attempted Transfer of Units that is not a Permitted Transferpermitted under this Section, the parties engaging or attempting to engage in such Transfer shall be liable to indemnify and hold harmless the Company and the other Members from all cost, liability liability, and damage that such parties may incur incurred (including, without limitation, incremental tax liabilities, attorneyslawyers’ fees and expenses) as a result thereofof such Transfer or attempted Transfer and efforts to enforce the indemnity granted hereby.

Prohibited Transfers. Any Except as otherwise specifically provided herein, any purported direct or indirect Transfer of Units Interests that is not a Permitted Transfer shall be null and void and of no force or effect whatsoever; provided that, if the Company is required to recognize a Transfer that is not a Permitted Transfer (or if Transfer, the Governors, in their sole discretion, elect to recognize a Transfer that is not a Permitted Transfer): (i) the transferee’s rights Interests Transferred shall be strictly limited to the transferorTransferor’s Membership Financial Rights associated rights to allocations and Distributions as provided by this Agreement with such Units; respect to the Transferred Interests, which allocations and (ii) the Company Distributions may offset against such Membership Financial Rights be applied (without limiting any other legal or equitable rights of the Company) to satisfy any debts, obligations obligations, or liabilities for damages that the transferor Transferor or transferee Transferee of such Interests may have to the Company. In the case of a Transfer or attempted Transfer of Units Interests that is not a Permitted Transfer, the parties engaging or attempting to engage in such Transfer shall be liable to indemnify and hold harmless the Company and the other Members from all cost, liability liability, and damage that any of such parties indemnified Members may incur (including, without limitation, incremental tax liabilities, attorneyslawyers’ fees and expenses) as a result thereofof such Transfer or attempted Transfer and efforts to enforce the indemnity granted hereby.

Prohibited Transfers. Any purported Transfer of Units that is not a Permitted Transfer shall be null and void and of no force or effect whatsoever; provided that, if the Company is required to recognize a Transfer that is not a Permitted Transfer (or if the GovernorsManagers, in their sole discretion, elect to recognize a Transfer that is not a Permitted Transfer): (i) the transferee’s rights shall be strictly limited to the transferor’s Membership Financial Rights associated with such Units; and (ii) the Company may offset against such Membership Financial Rights (without limiting any other legal or equitable rights of the Company) any debts, obligations or liabilities for damages that the transferor or transferee may have to the Company. In the case of a Transfer or attempted Transfer of Units that is not a Permitted Transfer, the parties engaging or attempting to engage in such Transfer shall indemnify and hold harmless the Company and the other Members from all cost, liability and damage that such parties may incur (including, without limitation, incremental tax liabilities, attorneys’ fees and expenses) as a result thereof.

Prohibited Transfers. Any purported Transfer of Units that is not a Permitted Transfer shall be is null and void and of no force or effect whatsoever; provided that, if the Company is required to recognize a Transfer that is not a Permitted Transfer (or if Transfer, the Governors, in their sole discretion, elect to recognize a Transfer that is not a Permitted Transfer): (i) the transferee’s rights shall Units transferred will be strictly limited to the transferor’s Membership Financial Rights associated rights to allocations and distributions as provided by this Agreement with such respect to the transferred Units; , which allocations and (ii) the Company distributions may offset against such Membership Financial Rights be applied (without limiting any other legal or equitable rights of the Company) to satisfy any debts, obligations or liabilities for damages that the transferor or transferee of such Units may have to the Company. In the case of a Transfer or attempted Transfer of Units that is not a Permitted Transfer, the parties engaging or attempting to engage in such Transfer shall indemnify are obligated to indemnify, defend and hold harmless the Company and the other Members for, from and against all cost, liability and damage that the Company or any of such parties indemnified Members may incur (including, without limitation, incremental tax liabilities, attorneys’ fees and expenses) as a result thereofof such Transfer or attempted Transfer and efforts to enforce the indemnity granted hereby.