Common use of Restrictions on Transfers of Interests by Members Clause in Contracts

Restrictions on Transfers of Interests by Members. No Member may Transfer any Interests including, without limitation, to any other Member, or by gift, or by operation of law or otherwise; provided that, subject to Section 12.2(b) and Section 12.2(c), Interests may be Transferred by a Member (i) pursuant to Section 12.3 (“Estate Planning Transfers, Transfers Upon Death of a Management Member”), (ii) in accordance with Section 12.4 (“Involuntary Transfers”), or (iii) pursuant to the prior written approval of each of the Board and CA II, in each case, in its sole discretion. Notwithstanding the forgoing, Interests may be Transferred by an Investor Member to an Affiliate of such Transferring Investor Member without the approval of the Board or CA II.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (CVR Energy Inc), Limited Liability Company Agreement (CVR Energy Inc), Limited Liability Company Agreement (CVR Energy Inc)

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Restrictions on Transfers of Interests by Members. No Member may Transfer any Interests including, without limitation, to any other Member, or by gift, or by operation of law or otherwise; provided that, subject to Section 12.2(b) and Section 12.2(c), Interests may be Transferred by a Member (i) pursuant to Section 12.3 (“Estate Planning Transfers, Transfers Upon Death of a Management Member”), (ii) in accordance with Section 12.4 (“Involuntary Transfers”), or (iii) pursuant to the prior written approval of each of the Board and CA IICA, in each case, in its sole discretion. Notwithstanding the forgoing, Interests may be Transferred by an Investor Member to an Affiliate of such Transferring Investor Member without the approval of the Board or CA IICA.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (CVR Energy Inc), Limited Liability Company Agreement (CVR Energy Inc), Limited Liability Company Agreement (CVR Energy Inc)

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