Common use of Successor Member Clause in Contracts

Successor Member. Notwithstanding the definition of “Sole Member” in this Agreement or any other provision of this Agreement to the contrary, and without the necessity of any further act by any person, upon the Lender’s enforcement of the Security Interest, whether by judicial enforcement, by disposition (whether public or private), strict foreclosure or otherwise pursuant to applicable law, (i) the Lender, successful bidder or other person who becomes entitled to the Sole Member’s limited liability company interest (a) shall thereupon and thereby succeed to the Member’s Total Rights, (b) shall concurrently and automatically replace the Sole Member as the sole member of the Company, and such replacement sole member of the Company shall be deemed admitted as a “member” of the Company immediately before the Sole Member ceases to be a member, (c) shall have power and authority to remove any and all Designated Managers (as hereinafter defined), for any reason or for no reason, and without necessity of any advance notice, and (d) shall have power and authority unilaterally to amend, restate or amend and restate this provision.

Successor Member. Notwithstanding the definition of “Sole Member” in this Agreement or any other provision of this Agreement to the contrary, and without the necessity of any further act by any person, upon the Lender’s enforcement of the Security Interest, whether by judicial enforcement, by disposition (whether public or private), strict foreclosure or otherwise pursuant to applicable law, (i) the Lender, successful bidder or other person who becomes entitled to the Sole Member’s limited liability company interest (a) shall thereupon and thereby succeed to the Member’s Total Rights, (b) shall concurrently and automatically replace the Sole Member as the sole member of the CompanyLLC, and such replacement sole member of the Company LLC shall be deemed admitted as a “member” of the Company LLC immediately before the Sole Member ceases to be a member, (c) shall have power and authority to remove any and all Designated Managers (as hereinafter defined), for any reason or for no reason, and without necessity of any advance notice, and (d) shall have power and authority unilaterally to amend, restate or amend and restate this provision.

Successor Member. Notwithstanding the definition of “Sole Member” in this Agreement or any other provision of this Agreement to the contrary, and without the necessity of any further act by any person, upon the Lender’s enforcement of the Security Interest, whether by judicial enforcement, by disposition (whether public or private), strict foreclosure or otherwise pursuant to applicable law, (i) the Lender, successful bidder or other person who becomes entitled to the Sole Member’s limited liability company interest (a) shall thereupon and thereby succeed to the Member’s Total Rights, (b) shall concurrently and automatically replace the Sole Member as the sole member of the Company, and such replacement sole member of the Company shall be deemed admitted as a “member” of the Company immediately before the Sole Member ceases to be a member, (c) shall have power and authority to remove any and all Designated Managers (as hereinafter defined), for any reason or for no reason, and without necessity of any advance notice, and (d) shall have power and authority unilaterally to amend, restate or amend and restate this provision.