Common use of Substitution of Members Clause in Contracts

Substitution of Members. An Assignee shall have the right to become a substitute Member only if (i) the requirements of Sections 7.1, 7.2 and 7.3 hereof are met, (ii) the Assignee executes an instrument satisfactory to a Managing Interest of the Members accepting and adopting the terms and provisions of this Agreement, and (iii) the Assignee pays any reasonable expenses in connection with its admission as a new Member. The admission of an Assignee as a substitute Member shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Appears in 2 contracts

Samples: Operating Agreement (Bloomin' Brands, Inc.), Operating Agreement (Osi Restaurant Partners, LLC)

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Substitution of Members. An Assignee of a Membership Interest shall have the right to become a substitute Member only if (i) the requirements of Sections 7.1, 7.2 and 7.3 hereof Section 6.1 are met, (ii) the Assignee executes an instrument reasonably satisfactory to a Managing Majority Interest of the Members accepting and adopting the terms and provisions of this Agreement, and (iii) the Assignee pays any reasonable expenses in connection with its the Assignee's admission as a new Member. The admission of an Assignee as a substitute Member shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Appears in 2 contracts

Samples: Operating Agreement (Zhone Technologies Inc), Operating Agreement (Zhone Technologies Inc)

Substitution of Members. An Assignee of a Membership Interest ----------------------- shall have the right to become a substitute Member only if (i) the requirements of Sections 7.1, 7.2 and 7.3 hereof Section 6.1 are met, (ii) the Assignee executes an instrument reasonably satisfactory to a Managing Majority Interest of the Members accepting and adopting the terms and provisions of this Agreement, and (iii) the Assignee pays any reasonable expenses in connection with its the Assignee's admission as a new Member. The admission of an Assignee as a substitute Member shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Appears in 2 contracts

Samples: Operating Agreement (Zhone Technologies Inc), Operating Agreement (Zhone Technologies Inc)

Substitution of Members. An Assignee of a Membership Interest shall have the right to become a substitute Member only if (i) the requirements of Sections 7.1, 7.1 and 7.2 relating to consent of the Manager and 7.3 securities and tax requirements hereof are met, (ii) the Assignee executes an instrument satisfactory to a Managing Interest of the Members Manager accepting and adopting the terms and provisions of this Agreement, and (iii) the Assignee pays any reasonable expenses in connection with its his or her admission as a new Member. The admission of an Assignee as a substitute Member shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Appears in 2 contracts

Samples: Operating Agreement (Freedom Securities Corp /De/), Operating Agreement (Freedom Securities Corp /De/)

Substitution of Members. An Assignee shall have the right to become a substitute Member only if (i) the requirements of Sections SECTIONS 7.1, 7.2 and AND 7.3 hereof are met, (ii) the Assignee executes an instrument satisfactory to a Managing Interest of the Members Management Committee accepting and adopting the terms and provisions of this Agreement, and (iii) the Assignee pays any reasonable expenses in connection with its admission as a new Member. The admission of an Assignee as a substitute Member shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Appears in 2 contracts

Samples: Operating Agreement (Osi Restaurant Partners, LLC), Operating Agreement (Outback Steakhouse Inc)

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Substitution of Members. An Assignee shall have the right to become a substitute Member only if (i) the requirements of Sections 7.1, 7.2 and 7.3 hereof Section 7.1 relating to consent of Members are met, (ii) the Assignee executes an instrument satisfactory to a Managing Interest of the Members Management Committee accepting and adopting the terms and provisions of this Agreement, and (iii) the Assignee pays any reasonable expenses in connection with its admission as a new Member. The admission of an Assignee as a substitute Member shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Appears in 1 contract

Samples: Operating Agreement (United Leisure Corp)

Substitution of Members. An Assignee shall have the right to become a substitute Member only if (i) the requirements of Sections SECTIONS 7.1, 7.2 and AND 7.3 hereof are met, (ii) the Assignee executes an instrument satisfactory to a Managing Interest of the Members Management Committee accepting and adopting the terms and provisions of this Agreement, and (iii) the Assignee pays any reasonable expenses in connection with its admission as a new Member. The admission of an Assignee as a substitute Member shall not result in the release of the Member who which assigned the Membership Interest from any liability that such Member may have to the Company.

Appears in 1 contract

Samples: Operating Agreement (Outback Steakhouse Inc)

Substitution of Members. An Assignee of a Restricted Interest shall have the right to become a substitute Member only if (i) the requirements of Sections 7.1, 7.2 and 7.3 hereof Section 7.1 are met, (ii) the Assignee executes an instrument satisfactory to a Managing Interest of the Members Controlling Member accepting and adopting the terms and provisions of this Agreement, and (iii) the Assignee pays any reasonable expenses in connection with its admission as a new Member. The admission of an Assignee as a substitute Member shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Appears in 1 contract

Samples: Operating Agreement (Panera Bread Co)

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