Substituted Members. (a) Members who assign all their Interests pursuant to an assignment or assignments permitted under this Agreement shall cease to be Members of the Company except that unless and until a Substituted Member is admitted in his stead, the assigning Member shall not cease to be a Member of the Company under the Act and shall retain the rights and powers of a member under the Act and hereunder, provided that such assigning Member may, prior to the admission of a Substituted Member, assign its economic interest in the Interest, to the extent otherwise permitted under this Article VIII, including, without limitation, Section 8.5. Any Person who is an assignee of any of the Interests of a Member and who has satisfied the requirements of Sections 8.1 and 8.5 shall become a Substituted Member only when (i) the Manager has entered such assignee as a Member on the books and records of the Company, which the Manager is hereby directed to do upon satisfaction of such requirements, and (ii) such assignee shall have paid all reasonable legal fees and filing costs in connection with the substitution as Member.
Appears in 5 contracts
Samples: Limited Liability Company Operating Agreement (Wellsford Real Properties Inc), Limited Liability Company Operating Agreement (Whwel Real Estate Lp), Execution Version (Wellsford Real Properties Inc)
Substituted Members. (a) Members who assign all their Interests pursuant to an assignment or assignments permitted under this Agreement shall cease to be Members of the Company except that unless and until a Substituted Member is admitted in his its stead, the assigning Member shall not cease to be a Member of the Company under the Act and shall retain the rights and powers of a member Member under the Act and hereunderpursuant to this Agreement, provided that such assigning Member may, prior to the admission of a Substituted Member, assign its economic interest in the its Interest, to the extent otherwise permitted under this Article VIII, including, without limitation, Section 8.59. Any Person who is an assignee of any portion of the Interests Interest of a Member and who has satisfied the requirements of Sections 8.1 Section 9.1 and 8.5 Section 9.2 shall become a Substituted Member only when (i) the Manager Managing Member has entered such assignee as a Member on the books and records of the Company, which the Manager Managing Member is hereby directed to do upon satisfaction of such requirements, and (ii) such assignee shall have paid all reasonable legal fees and filing costs in connection with the substitution as a Member.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (CNL Healthcare Properties, Inc.), Limited Liability Company Agreement (CNL Healthcare Properties, Inc.), Limited Liability Company Agreement (CNL Healthcare Properties, Inc.)
Substituted Members. (a) Members who assign all their Interests pursuant to an assignment or assignments permitted under this Agreement shall will cease to be Members of the Company except that unless and until a Substituted Member is admitted in his its stead, the assigning Member shall will not cease to be a Member of the Company under the Act and shall will retain the rights and powers of a member Member under the Act and hereunderpursuant to this Agreement, provided that such assigning Member may, prior to the admission of a Substituted Member, assign its economic interest in the its Interest, to the extent otherwise permitted under this Article VIII, including, without limitation, Section 8.5IX. Any Person who is an assignee of any portion of the Interests Interest of a Member and who has satisfied the requirements of Sections 8.1 Section 9.1 and 8.5 shall Section 9.2 will become a Substituted Member only when (i) the Manager has entered such assignee as a Member on the books and records of the Company, which the Manager is hereby directed to do upon satisfaction of such requirements, and (ii) such assignee shall have has paid all reasonable legal fees and filing costs in connection with the substitution as a Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Summit Healthcare REIT, Inc)
Substituted Members. (a) Members who assign all their Interests pursuant to an assignment or assignments permitted under this Agreement shall cease to be Members of the Company except that unless and until a Substituted Member is admitted in his its stead, the assigning Member shall not cease to be a Member of the Company under the Act and shall retain the rights and powers of a member Member under the Act and hereunderpursuant to this Agreement, provided that such assigning Member may, prior to the admission of a Substituted Member, assign its economic interest in the its Interest, to the extent otherwise permitted under this Article VIII, including, without limitation, Section 8.59. Any Person who is an assignee of any of the Interests Interest of a Member and who has satisfied the requirements of Sections 8.1 Section 9.1 and 8.5 Section 9.2 shall become a Substituted Member only when (i) the Manager Managing Member has entered such assignee as a Member on the books and records of the Company, which the Manager Managing Member is hereby directed to do upon satisfaction of such requirements, and (ii) such assignee shall have paid all reasonable legal fees and filing costs in connection with the substitution as a Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (CNL Lifestyle Properties Inc)