Common use of Transfer to Third Party; Later Transfer Clause in Contracts

Transfer to Third Party; Later Transfer. If the Members fail to give timely notice of their desire to acquire the Offered Interest, then the Transferring Member shall be permitted to transfer all, but not less than all, of the Offered Interest; provided, however, that such transfer shall be made substantially in accordance with the terms of the proposed transfer as described in the First Offer Notice; and provided further that such transfer must be consummated prior to the one hundred eightieth (180th) day following the Notice Date; and provided further that such transfer shall comply with all the terms and conditions of this Article VIII. The transferee shall acquire the Offered Interest subject to all of the terms and previsions of this Agreement, including without limitation, the transfer restrictions and substitution provisions of this Article VIII. In the event the Transferring Member fails, prior to such date, to consummate such proposed transfer, then prior to any subsequent transfer of all or any part of the Transferring Member's Interest in the Company, the Transferring Member shall be required to give the Members Notice thereof, and the right of first refusal provisions described in this Section 8.4 shall again be exercisable with respect thereto.