Common use of Transferability of Interests Clause in Contracts

Transferability of Interests. A member may not assign in whole or in part its Units without the consent of all of the other members and provided that the transferee of such Units shall be bound by the terms of this Agreement. Notwithstanding the first sentence of this Paragraph 15, any member may, directly or indirectly, cause the transfer of its Units to USANi LLC or any of USANi LLC's direct or indirect wholly owned entities (collectively, "Permitted Transferees"), without the consent of the other members. Upon any such transfer to a Permitted Transferee, the Permitted Transferee shall be admitted as a member and shall be bound by the terms of this Agreement. Nothing herein shall restrict the ability of any member to pledge its Units to secure indebtedness (including guarantee indebtedness) in respect of that certain credit agreement among USA Networks, Inc., USANI LLC, the lenders party thereto, The Chase Manhattan Bank as administrative agent, Bank of America National Trust & Savings Association and The Bank of New York as Co-Documentation Agents, or any renewal, extension, replacement or refinancing thereof.

Transferability of Interests. A member may not assign in whole or in part its Units without the consent of all of the other members and an provided that the transferee of such Units shall be bound by the terms of this Agreement. Notwithstanding the first sentence of this Paragraph 15, any member may, directly or of indirectly, cause the transfer of its Units to USANi LLC or any of USANi LLC's direct or indirect wholly owned entities (collectively, "Permitted Transferees"), without the consent of the other members. Upon any such transfer to a Permitted Transferee, the Permitted Transferee shall be admitted as a member and shall be bound by the terms of this Agreement. Nothing herein shall restrict the ability of any member to pledge its Units to secure indebtedness (including guarantee indebtedness) in respect of that certain credit agreement among USA Networks, Inc., USANI LLC, the lenders party thereto, The Chase Manhattan Bank as administrative agent, Bank of America National Trust & Savings Association and The Bank of New York as Co-Documentation Agents, or any renewal, extension, replacement or refinancing thereof.

Transferability of Interests. A member may not assign in whole or in part its Units without the consent of all of the other members and provided that the transferee of such Units shall be bound by the terms of this Agreement. Notwithstanding the first sentence of this Paragraph 15, any member may, directly or indirectly, cause the may transfer of its Units to USANi LLC or any of USANi Sub LLC's direct or indirect wholly owned entities , each a Delaware limited liability company (collectively, "Permitted TransfereesTransferee"), without the consent of the other members. Upon any such transfer to a Permitted Transferee, the Permitted Transferee shall be admitted as a member and shall be bound by the terms of this Agreement. Nothing herein shall restrict the ability of any member to pledge its Units to secure indebtedness (including guarantee indebtedness) in respect of that certain credit agreement among USA Networks, Inc., USANI USANi LLC, the lenders party thereto, The the Chase Manhattan Bank Bank, as administrative agent, Bank of America National Trust & Savings Association and The Bank of New York York, as Coco-Documentation Agentsdocumentation agents, or any renewal, extension, replacement or refinancing thereof.

Transferability of Interests. A member may not assign in whole or in part its Units without the consent of all of the other members and provided that the transferee of such Units shall be bound by the terms of this Agreement. Notwithstanding the first sentence of this Paragraph 15, any member may, directly or indirectly, cause the may transfer of its Units units to USANi LLC Sub LLC, a Delaware limited liability company ("Sub"), or any of USANi LLC's direct or indirect wholly owned entities New-U Studios, Inc., a Delaware corporation (collectivelytogether with Sub, a "Permitted TransfereesTransferee"), without the consent of the other members. Upon any such transfer to a Permitted Transferee, the Permitted Transferee shall be admitted as a member and shall be bound by the terms of this Agreement. Nothing herein shall restrict the ability of any member to pledge its Units to secure indebtedness (including guarantee indebtednessindebtness) in respect of that certain credit agreement among USA Networks, Inc., USANI USANi LLC, the lenders party thereto, The the Chase Manhattan Bank Bank, as administrative agent, Bank of America National Trust & Savings Association and The Bank of New York York, as Coco-Documentation Agentsdocumentation agents, or any renewal, extension, replacement or refinancing thereof.

Transferability of Interests. A member may not assign in whole or in part its Units without the consent of all of the other members and provided that the transferee of such Units shall be bound by the terms of this Agreement. Agreement Notwithstanding the first sentence of this Paragraph 15, any member may, directly or indirectly, cause the transfer of its Units to USANi LLC or any of USANi LLC's direct or indirect wholly owned entities (collectively, "Permitted Transferees"), without the consent of the other members. Upon any such transfer to a Permitted Transferee, the Permitted Transferee shall be admitted as a member and shall be bound by the terms of this Agreement. Nothing herein shall restrict the ability of any member to pledge its Units to secure indebtedness (including guarantee indebtedness) in respect of that certain credit agreement among USA Networks, Inc., USANI LLC, the lenders party thereto, The Chase Manhattan Bank as administrative agent, Bank of America National Trust & Savings Association and The Bank of New York as Co-Documentation Agents, or any renewal, extension, replacement or refinancing thereof.

Transferability of Interests. A member may not assign in whole or in part its Units without the consent of all of the other members and provided that the transferee of such Units shall be bound by the terms of this Agreement. Notwithstanding the first sentence of this Paragraph 15, any member may, directly or indirectly, cause the transfer of its Units to USANi LLC or any of USANi LLC's direct or indirect wholly owned entities (collectively, "Permitted Transferees"), without the consent of the other members. Upon any such transfer to a Permitted Transferee, the Permitted Transferee shall be admitted as a member and shall be bound by the terms of this Agreement. Nothing herein shall restrict the ability of any member to pledge its Units to secure indebtedness (including guarantee indebtedness) in respect of that certain credit agreement among USA Networks, Inc., USANI LLC, the lenders party thereto, The Chase Manhattan Bank as administrative agent, Bank of America National Trust & Savings Association and The Bank of New York as Co-Documentation Agents, or any renewal, extension, replacement or refinancing thereof. 4 16.

Transferability of Interests. A member may not assign in whole or in part its Units without the consent of all of the other members and provided that the transferee of such Units shall be bound by the terms of this Agreement. Notwithstanding the first sentence of this Paragraph 15, any member may, directly or indirectly, cause the transfer of its Units to USANi LLC or any of USANi LLC's direct or indirect wholly owned entities (collectively, "Permitted Transferees"), without the consent of the other members. Upon any such transfer to a Permitted Transferee, the Permitted Transferee shall be admitted as a member and shall be bound by the terms of this Agreement. Nothing herein shall restrict the ability of any member to pledge its Units to secure indebtedness (including guarantee indebtedness) in respect of that certain credit agreement among USA Networks, Inc., USANI LLC, the lenders party thereto, The Chase Manhattan Bank as administrative agent, agent Bank of America National Trust & Savings Association and The Bank of New York as Co-Documentation Agents, or any renewal, extension, replacement or refinancing thereof.