Transfer of Company Interest. (a) No Holder shall Transfer all or any portion of his, her or its Common Units in the Company without the prior written consent of the Board, which consent may be given or withheld in its sole discretion. Other than as collateral security for loans provided to the Board or an Affiliate thereof, no Holder shall pledge or otherwise encumber all or any portion of his, her or its Common Units without the prior written consent of the Board, which consent may be given or withheld in its sole and absolute discretion.
Transfer of Company Interest. (a) No Participant may Transfer any Company Interest except in compliance with this Section 3.4. Any Transfer or attempted Transfer in contravention of the foregoing sentence or any other provision of this Agreement shall be null and void ab initio and ineffective to Transfer any Company Interest and shall not bind or be recognized by or on the books of the Company, and any transferee in such transaction shall not, to the maximum extent permitted by applicable law, be or be treated as or deemed to be a Participant (or an assignee within the meaning of § 18-702 of the Delaware Act) for any purpose.
Transfer of Company Interest. (a) Except as otherwise set forth in Section 5.1(b), no Member shall sell, assign, transfer or otherwise dispose of, whether voluntarily or involuntarily or by operation of law (a “Transfer”), all or any portion of his, her or its interest in the Company without the prior written consent of the Manager, which consent may be given or withheld in its sole discretion.
Transfer of Company Interest. (a) Except to the extent permitted pursuant to Sections 5.4 and 5.5(a) and as provided by Section 10.3(a), no Member may Transfer (or xxxxx x Xxxx on) all or any portion of its Company Interest to any Person, unless (i) it has first received prior written consent from all of the other Members, and (ii) such Transfer (or grant of a Lien on) is made in accordance with applicable Law.
Transfer of Company Interest. (a) Subject to Sections 9.1(b), (c), (d) and (e), no Member will be permitted to (i) sell, exchange, transfer, assign, participate, pledge or otherwise dispose of (a “Transfer”) or (ii) give, encumber, assign, pledge, mortgage, hypothecate or otherwise use as collateral or other security all or any part of its Interest without the written consent of the other Members; provided, that (but subject to Sections 9.1(b), (c), (d) and (e)) (A) a Member may Transfer all or part of its Interest (the “Transferred Interest”) to an Affiliate at any time, but in the event of the Transfer of the Interest of a Member (the “Transferring Member”) to an Affiliate (other than a Permitted Affiliate Transfer), the Transferring Member shall remain liable for all obligations applicable to the Transferred Interest; provided, further, that if the Transferring Member requests the consent of the other Members (the “Non Transferring Members”) to approve the release of the Transferring Member from any future obligations applicable to the Transferred Interest, the Non Transferring Members shall not unreasonably withhold, condition or delay their consent to such release (provided that the proposed replacement member has a creditworthiness substantially similar to, or greater than, the creditworthiness of the Transferring Member), and (B) from and after the third anniversary of the date hereof, the Transfer of the Interest of a Member to a third party purchaser in a bona fide transaction will be permitted (subject to the next following sentence), if the Transferring Member provides notice to the Non Transferring Members of the terms of the proposed Transfer of the offered Interests (the “Offered Interests”) (including the price for the proposed Transfer (the “Offer Price”)), and the Non-Transferring Members do not within the Exercise Period (as defined below) exercise their rights of first offer to acquire the Transferring Member’s Offered Interests at a price equal to the Offer Price. To the extent that the Non-Transferring Members elect not to acquire any of the Offered Interests, the Transferring Member will have ninety (90) days following the expiration of the Exercise Period to sell such Offered Interests to the Proposed Transferee at a price at least equal to 95% of the Offer Price and subject to terms that are substantially similar to those proposed by the Transferring Member to the Non-Transferring Member, or better, taken as a whole, for the Transferring Member; provided, that (...
Transfer of Company Interest. No Member shall transfer his, her or its Percentage Interest by sale, gift, pledge, will, by operation of law or otherwise, either voluntarily or involuntarily, except with the written consent of all Members. Any transfer in violation hereof shall be null and void and of no effect.
Transfer of Company Interest. In the event a Member transfers all or part of such Member’s interest in the Company pursuant to Article 8, the Net Profit or Net Loss of the Company allocable to the Membership Interest transferred shall be prorated between the Member and the Assignee for the fiscal year in which such transfer occurs in accordance with the number of days of the fiscal year that each owned such Membership Interest.
Transfer of Company Interest. The Company shall give notice of the existence of this Agreement to any purchaser, transferee, lessee or designee of the company.
Transfer of Company Interest. Except as provided in this Article Eight and Article Nine below and except upon the prior written consent of all Members, no interest in the Company may be assigned, transferred, encumbered, hypothecated or otherwise disposed of and no person may be added as a Member of the Company, and any attempted transfer, assignment, encumbrance, hypothecation or other disposition or the addition of~ any Member without such authorization, shall be null and void and have no force or effect whatsoever, provided, however, that to the extent required by law, an assignee of any interest in this Company because of a transfer or assignment which is not consented to in writing by all Members (except to the extent as is otherwise provided by this Agreement) shall be entitled only to the tights and benefits not inconsistent with this Agreement as presently provided by Ind. Code ss.ss. 23-18-6-3, 23-18-6-4 and 00-08-6-7 for such assignee and shall be subject to all the restrictions and conditions provided in those sections for such assignee.
Transfer of Company Interest. (a) Subject to Section 5.3, no Participant shall sell, assign, transfer or otherwise dispose of, whether voluntarily or involuntarily or by operation of law (a "Transfer"), all or any portion of such Participant's interest in the Company without the prior written consent of the Board of Managers, which consent may be given or withheld in its sole discretion. No Participant shall pledge or otherwise encumber all or any portion of such Participant's interest in the Company, without the prior written consent of the Board of Managers, which consent may be given or withheld in its sole and absolute discretion.
