Common use of Restriction on Transfer or Assignment Clause in Contracts

Restriction on Transfer or Assignment. Upon any intended transfer of a Member’s Units, the provisions of the Buy-Sell Agreement among the Members and the Company (the “Buy-Sell Agreement”) shall govern the process and the terms of disposition or transfer of such Units. No Member may transfer or assign all or any portion of such Member’s Units (other than to an Affiliate of such Member), in a transaction in which the Buy-Sell Agreement would be operative unless such Member or its Affiliate also transfers or assigns to the same transferee the same proportion of its units in Dakota Petroleum Transport Solutions, LLC. In the absence of any such Buy-Sell Agreement, a Member may not transfer or assign all or any portion of such Member’s Units (other than to an Affiliate of such Member), whether by sale, gift, devise, or distribution; the death, withdrawal, bankruptcy, divorce, separation, dissolution or termination of such Member; or otherwise, except upon the written consent of the Board.

Restriction on Transfer or Assignment. Upon any intended transfer of a the Member’s Units, the provisions of the Buy-Sell Agreement among the Members and the Company (the “Buy-Sell Agreement”) shall govern the process and the terms of disposition or transfer of such Units. No Member may transfer or assign all or any portion of such Member’s Units (other than to an Affiliate affiliate of such Member), member) in a transaction in which the Buy-Sell Agreement would be operative unless such Member or its Affiliate affiliate also transfers or assigns to the same transferee the same proportion of its units in Dakota Petroleum Transport Solutions, DPTS Marketing LLC. In the absence of any such Buy-Sell Agreement, a Member may not transfer or assign all or any portion of such Member’s Units (other than to an Affiliate of such Member)Membership Interest, whether by sale, gift, devise, or distribution; the death, withdrawal, bankruptcy, divorce, separation, dissolution or termination of such Member; or otherwise, except upon the written consent of the Board.