Substituted Member. A permitted transferee of any Member's Interest shall be admitted to the Company as a Substituted Member upon satisfaction of the following conditions: 13.3.1. Filing with the Company of a duly executed and acknowledged written instrument of assignment in a form approved by the Manager specifying the Percentage Interest being assigned and setting for the intention of the assignor that the permitted assignee succeed to the assignor's Interest (or the portion thereof) as a Member; and 13.3.2. Execution, acknowledgement and delivery by the assignor and assignee of any other instruments reasonably required by the Manager including an agreement of the permitted assignee to be bound by the provisions of this Agreement; and 13.3.3. In the event of transfer to an Involuntary Transferee, the written consent of Manager shall be required. An Involuntary Transferee for purposes of this Agreement shall mean a Member's heirs, estate or creditors which have taken by foreclosure, receivership or inheritance, other than as otherwise set forth in Section 13 hereof.
Appears in 4 contracts
Samples: Operating Agreement (Capital Cities Fund, LLC), Operating Agreement (Capital Cities Fund, LLC), Operating Agreement (Capital Cities Fund, LLC)
Substituted Member. A permitted transferee of any Member's Interest shall be admitted to the Company as a Substituted Member upon satisfaction of the following conditions:
13.3.113.2.1. Filing with the Company of a duly executed and acknowledged written instrument of assignment in a form approved by the Manager Managing Member, which approval shall not be unreasonably withheld, specifying the Member Percentage Interest being assigned and setting for the intention of the assignor that the permitted assignee succeed to the assignor's Interest (or the portion thereof) as a Member; and
13.3.213.2.2. Execution, acknowledgement and delivery by the assignor and assignee of any other instruments reasonably required by the Manager Managing Member including an agreement of the permitted assignee to be bound by the provisions of this Agreement; and
13.3.313.2.3. In the event of transfer to an Involuntary Transferee, the written consent of Manager Managing Member shall be required, the granting of which shall not be unreasonably withheld. An Involuntary Transferee for purposes of this Agreement shall mean a Member's heirs, estate or creditors which have taken by foreclosure, receivership or inheritance, other than as otherwise set forth in Section 13 hereof.
Appears in 2 contracts
Samples: Operating Agreement (Aspen Mortgage Income Fund II, LLC), Operating Agreement (Aspen Mortgage Income Fund II, LLC)