Common use of Transfer by Operation of Law Clause in Contracts

Transfer by Operation of Law. In the event a Member shall be party to a merger, consolidation or similar business combination transaction with a third party or sell all or substantially all its assets to a third party, such Member may Transfer all (but not part) of its Membership Interests to such third party; provided, however, that such Member shall not be permitted to Transfer its Membership Interests to such third party as aforesaid if the purpose or intent of such merger, consolidation, similar business combination transaction or sale is to circumvent or avoid the application of Sections 10.01(c) and 10.04 to the Transfer of such Member’s Membership Interests to such third party.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Ashland Inc), Limited Liability Company Agreement (Marathon Oil Corp), Limited Liability Company Agreement (Marathon Oil Corp)

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Transfer by Operation of Law. In the event a Member shall be party to a merger, consolidation or similar business combination transaction with a third party or sell all or substantially all its assets to a third party, such Member may Transfer all (but not part) of its Membership Interests to such third party; provided, however, that such Member shall not be permitted to Transfer its Membership Interests to such third party as aforesaid if the purpose or intent of such merger, consolidation, similar business combination transaction or sale is to circumvent or avoid the application of Sections 10.01(c) and 10.04 to the Transfer of such Member’s 's Membership Interests to such third party.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Ashland Inc), Ashland Inc

Transfer by Operation of Law. In the event a Member shall be ----------------------------- party to a merger, consolidation or similar business combination transaction with a third party or sell all or substantially all its assets to a third party, such Member may Transfer all (but not part) of its Membership Interests to such third party; provided, however, that such Member shall not be permitted to -------- ------- Transfer its Membership Interests to such third party as aforesaid if the purpose or intent of such merger, consolidation, similar business combination transaction or sale is to circumvent or avoid the application of Sections 10.01(c) and 10.04 to the Transfer of such Member’s 's Membership Interests to such third party.

Appears in 1 contract

Samples: Usx Corp

Transfer by Operation of Law. In the event a that any Member shall be party to a merger, consolidation or similar business combination transaction with a third party party, or sell all or substantially all its assets to a third party, such Member may Transfer all (but not part) of its Membership Interests Interest to such third party; provided, however, that such no Member shall not be permitted to Transfer its Membership Interests Interest to such third party as aforesaid if the purpose or intent of such merger, consolidation, similar business combination transaction or sale is to circumvent or avoid the application of Sections 10.01(c) and 10.04 to the Transfer of such Member’s the Membership Interests Interest to such third party.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Teppco Partners Lp)

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Transfer by Operation of Law. In the event a Member shall be party to a merger, consolidation or similar business combination transaction with a third party or sell all or substantially all its assets to a third party, such Member may Transfer all (but not part) of its Membership Interests to such third party; provided, however, that such Member shall not be permitted to Transfer its Membership Interests to such third party as aforesaid if the purpose or intent of such merger, consolidation, similar business combination transaction or sale is to circumvent or avoid the application of Sections 10.01(c) and 10.04 to the Transfer of such Member’s 's Membership Interests to such third party.. (c)

Appears in 1 contract

Samples: Limited Liability Company Agreement (Usx Corp)

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