Requirements Applicable to All Transfers. Any Transfer of Units under this Article 11 and any admission of an Assignee as a Substitute Member shall also be subject to the following requirements, and such Transfer shall not be effective unless such requirements are satisfied; provided, however, that the Board may waive any of the following requirements:
Requirements Applicable to All Transfers. Any Transfer of Membership Interests under this Article 11 and any admission of an Assignee as a Substitute Member shall also be subject to the following requirements, and such Transfer shall not be effective unless such requirements are satisfied; provided, however, that Members representing a Majority Interest may waive any of the following requirements:
Requirements Applicable to All Transfers. Any Transfer of Membership Interests and any admission of Transferee as a Member shall also be subject to the following requirements, and such Transfer (and admission, if applicable) shall not be effective unless such requirements are complied with; provided, however, that the Board, in its Discretion, may waive any of the following requirements:
Requirements Applicable to All Transfers. Except in connection with a Company Sale or a redemption of Preferred Units effected pursuant to Sections 4.06, 5.01 or 10.02, if requested by any Member, a Member Transferring Units must deliver to the Company an opinion of counsel, in form and substance reasonably satisfactory to the Managing Member, to the effect that such Transfer is either exempt from the requirements of the Securities Act and the applicable securities laws of any state or that such registration requirements have been complied with. Any Person acquiring Units from a Member (other than pursuant to a Company Sale) shall be obligated to execute an adoption agreement in a form reasonably satisfactory to the Managing Member (whether such Transfer resulted by operation of law or otherwise). Without limiting the foregoing, even if any such Person fails to execute such an adoption agreement, such Person and such Units shall nevertheless be subject to this Agreement in the same manner as the Member holding such Units immediately prior to such Transfer. The Managing Member will determine in its reasonable discretion whether the foregoing requirements have been satisfied and may, in its reasonable discretion, determine to waive any such requirements to the extent permitted by applicable law.
Requirements Applicable to All Transfers. Except in connection with a redemption of Preferred Units effected pursuant to Sections 4.06, 5.01 or 10.02, if requested by any Member, a Member Transferring Units must deliver to the Company an opinion of counsel, in form and substance reasonably satisfactory to the Managing Member, to the effect that such Transfer is either exempt from the requirements of the Securities Act and the applicable securities laws of any state or that such registration requirements have been complied with. Any Person acquiring Units from a Member shall be obligated to execute an adoption agreement in a form reasonably satisfactory to the Managing Member (whether such Transfer resulted by operation of law or otherwise). Without limiting the foregoing, even if any such Person fails to execute such an adoption agreement, such Person and such Units shall nevertheless be subject to this Agreement in the same manner as the Member holding such Units immediately prior to such Transfer. The Managing Member will determine in its reasonable discretion whether the foregoing requirements have been satisfied and may, in its reasonable discretion, determine to waive any such requirements to the extent permitted by applicable law. 3.06
Requirements Applicable to All Transfers. No Transfer may be made:
Requirements Applicable to All Transfers. 9.4.1 No Transfer of all or any part of a Member's Interest may be made pursuant to Section 9.2 or 9.3 unless such Transfer would not cause a termination of the Company for federal income tax purposes under Section 708 of the Code; and until each of the Members shall have received such of the following (to the extent applicable to the proposed Transfer) as it may have requested:
Requirements Applicable to All Transfers. This Section 10.2 shall apply to all Transfers permitted by this Section 10, whether occurring (x) prior to completion of Tenant's Work (whether by Landlord's consent or because the transferee is a Tenant Affiliate), or (y) after completion of Tenant's Work. A Transfer shall not be valid or effective unless and until Tenant delivers to Landlord (a) a copy of the executed assignment, sublease or other Transfer instrument; and (b) a written agreement executed by the transferee, in form and substance reasonably satisfactory to Landlord, pursuant to which, (i) in the case of an assignment, the assignee assumes all of the obligations and liabilities of Tenant under this Lease, and (ii) in the case of a sublease or other Transfer, the subtenant or other transferee agrees that such Transfer shall be subject to all of the covenants, terms and conditions of this Lease. Without limiting the generality of clauses (b)(i) and (b)(ii) of the foregoing sentence, the transferee shall expressly acknowledge and agree that it is subject to the restrictions on the use of the Property set forth in the definition of "Permitted Use." In addition, any sublease shall expressly provide that, in the event of a default by the subtenant, the sublease may be directly enforced by Landlord if Tenant fails to exercise its enforcement rights as sublandlord within 10 days after written notice from Landlord. Any Transfer other than as permitted in this Section 10 shall be null and void.
