Common use of Transfer Permitted After Failure to Elect Clause in Contracts

Transfer Permitted After Failure to Elect. Subject to Section 7.1, 7.2 and 7.3, in the event a Member does not elect pursuant to Section 7.9 to exercise the purchase option specified therein, or in the event the closing for any purchase pursuant to Section 7.9 does not occur within the time limits specified therein, then the Transferor shall be free to transfer the exact portion of his, her, or its Membership Interest as was specified in the Notice of Transfer to the person or entity identified in the Notice of Transfer in exchange for the exact Purchase Price as was specified in the Notice of Transfer; provided, however, that the closing and consummation of such transfer shall occur within one hundred thirty (130) days after the date of mailing of the Notice of Transfer and provided further that such transfer must comply with all other requirements of this Article VII. In the event such transfer is not so closed and consummated within such period, the purchase option granted in Section 7.9 shall again be exercisable and the Transferor shall make no Transfer of any portion of his Membership Interest, or any right, title or interest therein, until such Transferor has again complied with all terms and provisions of this Article VII. In the event a Member does not elect pursuant to Section 7.9 to exercise the purchase option contained therein and the Transferor makes a permitted Transfer in compliance with the terms and provisions of this Article VII, then the person or entity to whom such Membership Interest is transferred shall nevertheless acquire such Membership Interest subject to the restriction imposed on such Membership Interest under this Article VII as to further transfers of such Membership Interest, and provided further that any such transferee shall agree in writing to be bound by all terms and provisions of this Agreement.

Transfer Permitted After Failure to Elect. Subject to Section 7.1, 7.2 and 7.3, in In the event a Member GR&S does not elect pursuant to Section 7.9 subsection (c) to exercise the purchase option specified therein, or in the event the closing for any purchase pursuant to Section 7.9 subsection (c) does not occur within the time limits specified therein, then the Transferor shall be free to transfer the exact portion of his, her, or its Membership Interest Property as was specified in the Notice of Transfer to the person or entity identified in the Notice of Transfer in exchange for the exact Purchase Price as was specified in the Notice of Transfer; provided, however, that the closing and consummation of such transfer shall occur within one hundred thirty on or before the earlier of (130i) sixty (60) days after from the date of mailing of the Notice of Transfer if no Notice of Election was given; or (ii) one hundred twenty (120) days from the date of the Notice of Election; and provided further that such transfer must comply with all other requirements of this Article VIISection 4.7. In the event such transfer is not so closed and consummated within such period, the purchase option granted to GR&S in Section 7.9 subsection (c) shall again be exercisable and the Transferor shall make no Transfer of any portion of his Membership Interestthe Property, or any right, title or interest therein, until such Transferor he has again complied with all terms and provisions of this Article VIISection 4.7. In the event a Member GR&S does not elect pursuant to Section 7.9 4.7 to exercise the purchase option contained therein and the Transferor makes a permitted Transfer in compliance with the terms and provisions of this Article VIISection 4.7, then the person or entity to whom such Membership Interest Property is transferred shall nevertheless acquire shall, as a condition to such Membership Interest subject to the restriction imposed on such Membership Interest under this Article VII as to further transfers of such Membership Interesttransfer, and provided further that any such transferee shall agree in writing to be bound by all terms and provisions of this Agreement.

Transfer Permitted After Failure to Elect. Subject to Section 7.1, 7.2 and 7.3, in In the event a Member MBI does not elect pursuant to Section 7.9 subsection (c) to exercise the purchase option specified therein, or in the event the closing for any purchase pursuant to Section 7.9 subsection (c) does not occur within the time limits specified therein, then the Transferor shall be free to transfer the exact portion of his, her, or its Membership Interest Property as was specified in the Notice of Transfer to the person or entity identified in the Notice of Transfer in exchange for the exact Purchase Price as was specified in the Notice of Transfer; provided, however, that the closing and consummation of such transfer shall occur within one hundred thirty on or before the earlier of (130i) sixty (60) days after from the date of mailing of the Notice of Transfer if no Notice of Election was given; or (ii) one hundred twenty (120) days from the date of the Notice of Election; and provided further that such transfer must comply with all other requirements of this Article VIISection 4.7. In the event such transfer is not so closed and consummated consum­mated within such period, the purchase option granted to MBI in Section 7.9 subsection (c) shall again be exercisable and the Transferor shall make no Transfer of any portion of his Membership Interestthe Property, or any right, title or interest therein, until such Transferor he has again complied with all terms and provisions of this Article VIISection 4.7. In the event a Member MBI does not elect pursuant to Section 7.9 4.7 to exercise the purchase option contained therein and the Transferor makes a permitted Transfer in compliance with the terms and provisions of this Article VIISection 4.7, then the person or entity to whom such Membership Interest Property is transferred shall nevertheless acquire shall, as a condition to such Membership Interest subject to the restriction imposed on such Membership Interest under this Article VII as to further transfers of such Membership Interesttransfer, and provided further that any such transferee shall agree in writing to be bound by all terms and provisions of this Agreement.

Transfer Permitted After Failure to Elect. Subject to Section 7.1, 7.2 and 7.3, in In the event a Member CIGI does not elect pursuant to Section 7.9 6.3 to exercise the purchase option specified therein, or in the event the closing for any purchase pursuant to Section 7.9 6.3 does not occur within the time limits specified therein, then the Transferor shall be free to transfer the exact portion of hisits Royalty Interest (or capital stock of MBI, her, or its Membership Interest as the case may be) as was specified in the Notice of Transfer to the person or entity identified in the Notice of Transfer in exchange for the exact Purchase Price as was specified in the Notice of Transfer; provided, however, that the closing and consummation of such transfer shall occur within one hundred thirty on or before the earlier of (130i) sixty (60) days after from the date of mailing of the Notice of Transfer if no Notice of Election was given; or (ii) one hundred twenty (120) days from the date of the Notice of Election; and provided further that such transfer must comply with all other requirements of this Article VIIVI. In the event such transfer is not so closed and consummated consum­mated within such period, the purchase option granted to CIGI in Section 7.9 6.3 shall again be exercisable and the Transferor shall make no Transfer of any portion of his Membership Interestits Royalty Interest (or capital stock in MBI), or any right, title or interest therein, until such Transferor he has again complied with all terms and provisions of this Article VIIArticle. In the event a Member CIGI does not elect pursuant to Section 7.9 6.3 to exercise the purchase option contained therein and the Transferor makes a permitted Transfer in compliance with the terms and provisions of this Article VIIArticle, then the person or entity to whom such Membership Royalty Interest (or capital stock of MBI) is transferred shall nevertheless neverthe­less acquire such Membership Royalty Interest (or capital stock) subject to the restriction restrictions imposed on such Membership Royalty Interest (or capital stock) under this Article VII VI as to further transfers of such Membership InterestRoyalty Interest (or capital stock), and provided further that as a condition to such transfer any such transferee shall agree in writing to be bound by all terms and provisions of this Agreement.

Transfer Permitted After Failure to Elect. Subject to Section 7.1, 7.2 and 7.3, in In the event a Member FBEC does not elect pursuant to Section 7.9 6.3 to exercise the purchase option specified therein, or in the event the closing for any purchase pursuant to Section 7.9 6.3 does not occur within the time limits specified therein, then the Transferor shall be free to transfer the exact portion of hisits Royalty Interest (or capital stock of GR&S, her, or its Membership Interest as the case may be) as was specified in the Notice of Transfer to the person or entity identified in the Notice of Transfer in exchange for the exact Purchase Price as was specified in the Notice of Transfer; provided, however, that the closing and consummation of such transfer shall occur within one hundred thirty on or before the earlier of (130i) sixty (60) days after from the date of mailing of the Notice of Transfer if no Notice of Election was given; or (ii) one hundred twenty (120) days from the date of the Notice of Election; and provided further that such transfer must comply with all other requirements of this Article VIIVI. In the event such transfer is not so closed and consummated within such period, the purchase option granted to FBEC in Section 7.9 6.3 shall again be exercisable and the Transferor shall make no Transfer of any portion of his Membership Interestits Royalty Interest (or capital stock in GR&S), or any right, title or interest therein, until such Transferor he has again complied with all terms and provisions of this Article VIIArticle. In the event a Member FBEC does not elect pursuant to Section 7.9 6.3 to exercise the purchase option contained therein and the Transferor makes a permitted Transfer in compliance with the terms and provisions of this Article VIIArticle, then the person or entity to whom such Membership Royalty Interest (or capital stock of GR&S) is transferred shall nevertheless acquire such Membership Royalty Interest (or capital stock) subject to the restriction restrictions imposed on such Membership Royalty Interest (or capital stock) under this Article VII VI as to further transfers of such Membership InterestRoyalty Interest (or capital stock), and provided further that as a condition to such transfer any such transferee shall agree in writing to be bound by all terms and provisions of this Agreement.

Transfer Permitted After Failure to Elect. Subject to Section 7.1, 7.2 and 7.3, in In the event a Member CIGI does not elect pursuant to Section 7.9 6.3 to exercise the purchase option specified therein, or in the event the closing for any purchase pursuant to Section 7.9 6.3 does not occur within the time limits specified therein, then the Transferor shall be free to transfer the exact portion of hisits Royalty Interest (or capital stock of MBI, her, or its Membership Interest as the case may be) as was specified in the Notice of Transfer to the person or entity identified in the Notice of Transfer in exchange for the exact Purchase Price as was specified in the Notice of Transfer; provided, however, that the closing and consummation of such transfer shall occur within one hundred thirty on or before the earlier of (130i) sixty (60) days after from the date of mailing of the Notice of Transfer if no Notice of Election was given; or (ii) one hundred twenty (120) days from the date of the Notice of Election; and provided further that such transfer must comply with all other requirements of this Article VIIVI. In the event such transfer is not so closed and consummated within such period, the purchase option granted to CIGI in Section 7.9 6.3 shall again be exercisable and the Transferor shall make no Transfer of any portion of his Membership Interestits Royalty Interest (or capital stock in MBI), or any right, title or interest therein, until such Transferor he has again complied with all terms and provisions of this Article VIIArticle. In the event a Member CIGI does not elect pursuant to Section 7.9 6.3 to exercise the purchase option contained therein and the Transferor makes a permitted Transfer in compliance with the terms and provisions of this Article VIIArticle, then the person or entity to whom such Membership Royalty Interest (or capital stock of MBI) is transferred shall nevertheless acquire such Membership Royalty Interest (or capital stock) subject to the restriction restrictions imposed on such Membership Royalty Interest (or capital stock) under this Article VII VI as to further transfers of such Membership InterestRoyalty Interest (or capital stock), and provided further that as a condition to such transfer any such transferee shall agree in writing to be bound by all terms and provisions of this Agreement.

Transfer Permitted After Failure to Elect. Subject to Section the foregoing sentence and to SECTION 7.1, 7.2 and AND 7.3, in the event a Member does not elect pursuant to Section SECTION 7.9 to exercise the purchase option specified therein, or in the event the closing for any purchase pursuant to Section SECTION 7.9 does not occur within the time limits specified therein, then the Transferor shall be free to transfer the exact portion of his, her, or its Membership Interest as was specified in the Notice of Transfer to the person or entity identified in the Notice of Transfer in exchange for the exact Purchase Price as was specified in the Notice of Transfer; providedPROVIDED, howeverHOWEVER, that the closing and consummation of such transfer shall occur within one hundred thirty (130) days after the date of mailing of the Notice of Transfer and provided further that such transfer must comply with all other requirements of this Article VII. In the event such transfer is not so closed and consummated within such period, the purchase option granted in Section SECTION 7.9 shall again be exercisable and the Transferor shall make no Transfer of any portion of his Membership Interest, or any right, title or interest therein, until such Transferor has again complied with all terms and provisions of this Article ARTICLE VII. In the event a Member does not elect pursuant to Section SECTION 7.9 to exercise the purchase option contained therein and the Transferor makes a permitted Transfer in compliance with the terms and provisions of this Article VII, then the person or entity to whom such Membership Interest is transferred shall nevertheless acquire such Membership Interest subject to the restriction imposed on such Membership Interest under this Article VII as to further transfers of such Membership Interest, and provided further that any such transferee shall agree in writing to be bound by all terms and provisions of this Agreement.in

Transfer Permitted After Failure to Elect. Subject to Section 7.1, 7.2 and 7.3, in In the event a Member MBI does not elect pursuant to Section 7.9 subsection (c) to exercise the purchase option specified therein, or in the event the closing for any purchase pursuant to Section 7.9 subsection (c) does not occur within the time limits specified therein, then the Transferor shall be free to transfer the exact portion of his, her, or its Membership Interest Property as was specified in the Notice of Transfer to the person or entity identified in the Notice of Transfer in exchange for the exact Purchase Price as was specified in the Notice of Transfer; provided, however, that the closing and consummation of such transfer shall occur within one hundred thirty on or before the earlier of (130i) sixty (60) days after from the date of mailing of the Notice of Transfer if no Notice of Election was given; or (ii) one hundred twenty (120) days from the date of the Notice of Election; and provided further that such transfer must comply with all other requirements of this Article VIISection 4.7. In the event such transfer is not so closed and consummated within such period, the purchase option granted to MBI in Section 7.9 subsection (c) shall again be exercisable and the Transferor shall make no Transfer of any portion of his Membership Interestthe Property, or any right, title or interest therein, until such Transferor he has again complied with all terms and provisions of this Article VIISection 4.7. In the event a Member MBI does not elect pursuant to Section 7.9 4.7 to exercise the purchase option contained therein and the Transferor makes a permitted Transfer in compliance with the terms and provisions of this Article VIISection 4.7, then the person or entity to whom such Membership Interest Property is transferred shall nevertheless acquire shall, as a condition to such Membership Interest subject to the restriction imposed on such Membership Interest under this Article VII as to further transfers of such Membership Interesttransfer, and provided further that any such transferee shall agree in writing to be bound by all terms and provisions of this Agreement.

Transfer Permitted After Failure to Elect. Subject to Section SECTION 7.1, 7.2 and AND 7.3, in the event a Member does not elect pursuant to Section SECTION 7.9 to o exercise the purchase option specified therein, or in the event the closing for any purchase pursuant to Section SECTION 7.9 does not occur within the time limits specified therein, then the Transferor shall be free to transfer the exact portion of his, her, or its Membership Interest as was specified in the Notice of Transfer to the person or entity identified in the Notice of Transfer in exchange for the exact Purchase Price as was specified in the Notice of Transfer; providedPROVIDED, howeverHOWEVER, that the closing and consummation of such transfer shall occur within one hundred thirty (130) days after the date of mailing of the Notice of Transfer and provided further that such transfer must comply with all other requirements of this Article ARTICLE VII. In the event such transfer is not so closed and consummated within such period, the purchase option granted in Section SECTION 7.9 shall again be exercisable and the Transferor shall make no Transfer of any portion of his Membership Interest, or any right, title or interest therein, until such Transferor has again complied with all terms and provisions of this Article ARTICLE VII. In the event a Member does not elect pursuant to Section SECTION 7.9 to exercise the purchase option contained therein and the Transferor makes a permitted Transfer in compliance with the terms and provisions of this Article VIIARTICLE II, then the person or entity to whom such Membership Interest is transferred shall nevertheless acquire such Membership Interest subject to the restriction imposed on such Membership Interest under this Article ARTICLE VII as to further transfers of such Membership Interest, and provided further that any such transferee shall agree in writing to be bound by all terms and provisions of this Agreement.