Restrictions on Sales of Control of the Company. No Member shall be a party to any Unit Sale unless all holders of Preferred Units are allowed to participate in such transaction and the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in Section β8.01 of this Agreement in effect immediately prior to the Unit Sale (as if such transaction were a Change of Control), unless the Requisite Series A Preferred Holders and Requisite Series B Preferred Holders elect otherwise by written notice given to the Company at least ten (10) days prior to the effective date of any such transaction or series of related transactions.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Apogee Therapeutics, Inc.), Limited Liability Company Agreement (Apogee Therapeutics, LLC)
Restrictions on Sales of Control of the Company. No Member shall be a party to any Unit Units Sale unless all holders of the issued and outstanding Preferred Units are allowed to participate in such transaction Units Sale and the consideration received pursuant to such transaction Units Sale is allocated among the parties thereto in the manner specified in Section β8.01 of this Agreement (as in effect immediately prior to such Units Sale) with respect to a Sale of the Unit Sale (as if such transaction were a Change of Control)Company, unless the Requisite Series A Majority Preferred Holders and Requisite Series B Preferred Holders Members elect otherwise by written notice given to the Company at least ten five (105) days prior to the effective date of any such the transaction or series of related transactionstransactions that constitutes such Units Sale.
Appears in 2 contracts
Samples: Operating Agreement (Rhythm Holding Company, LLC), Operating Agreement (Rhythm Holding Company, LLC)