Tax Status Compliance. Unless otherwise approved by the Board of Directors, a Transfer of Units shall not be made except upon terms which would not, in the opinion of legal counsel chosen by and mutually acceptable to the Board of Directors and the transferor, result in the termination of the Company within the meaning of Section 708 of the Code or cause the application of the rules of Sections 168(g)(1)(B) and 168(h) of the Code or similar rules to apply to the Company. In determining whether a particular proposed Transfer will result in a termination of the Company, legal counsel to the Company shall take into account the existence of prior written commitments to Transfer and the commitments shall always be given precedence over subsequent proposed Transfers.
Appears in 6 contracts
Samples: Limited Liability Company Agreement (U. S. Premium Beef, LLC), LLC Agreement, Limited Liability Company Agreement (U. S. Premium Beef, LLC)
Tax Status Compliance. Unless otherwise approved by the Board of Directors, a Transfer of Units shall not be made except upon terms which would not, in the opinion of legal counsel chosen by and mutually acceptable to the Board of Directors and the transferor, result in the termination of the Company within the meaning of Section 708 of the Code or cause the application of the rules of Sections 168(g)(1)(B) and 168(h) of the Code or similar rules to apply to the Company. In determining whether a particular proposed Transfer will result in a termination of the Company, legal counsel to the Company shall take into account the existence of prior written commitments to Transfer and the commitments shall always be given precedence over subsequent proposed Transfers.
Appears in 4 contracts
Samples: Operating Agreement (Southwest Iowa Renewable Energy, LLC), Operating Agreement (Southwest Iowa Renewable Energy, LLC), Operating Agreement (Southwest Iowa Renewable Energy, LLC)
Tax Status Compliance. Unless otherwise approved by the Board of Directors, a Transfer of Units shall not be made except upon terms which would not, in the opinion of legal counsel chosen by and mutually acceptable to the Board of Directors and the transferor, result in the termination of the Company within the meaning of Section 708 of the Code or cause the application of the rules of Sections 168(g)(1)(B) and 168(h) of the Code or similar rules to apply to the Company. In determining whether a particular proposed Transfer will result in a termination of the Company, legal counsel to the Company shall take into account the existence of prior written commitments to Transfer and the commitments shall always be given precedence over subsequent proposed Transfers.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (U. S. Premium Beef, LLC), Limited Liability Company Agreement (Illini Bio-Energy, LLC), Limited Liability Company Agreement (Illini Bio-Energy, LLC)
Tax Status Compliance. Unless otherwise approved by the Board of DirectorsManagers, a Transfer of Units shall not be made except upon terms which would not, in the opinion of legal counsel chosen by and mutually acceptable to the Board of Directors and the transferor, result in the termination of the Company within the meaning of Section 708 of the Code or cause the application of the rules of Sections 168(g)(1)(B) and 168(h) of the Code or similar rules to apply to the Company. In determining whether a particular proposed Transfer will result in a termination of the Company, legal counsel to the Company shall take into account the existence of prior written commitments to Transfer and the commitments shall always be given precedence over subsequent proposed Transfers.
Appears in 3 contracts
Samples: Operating Agreement (Millennium Ethanol, LLC), Limited Liability Company Agreement (Blackhawk Biofuels, LLC), Limited Liability Company Agreement (Ozark Ethanol LLC)
