Transferability of Membership. Except as provided below, Membership Interests in the Company are transferable only with the unanimous written consent of all Members. If such unanimous written consent is not obtained when required, the transferee shall be entitled to receive only the share of profits or other compensation by way of income and the return of contributions to which the transferor Member otherwise would be entitled. Notwithstanding the foregoing, (i) the Membership Interests of Prime may be freely transferred, without consent, to any entity that is then owned or controlled, directly or indirectly, by PMSI (or its successor in interest), (ii) the Membership Interests of any Member may be freely assigned, pledged or otherwise transferred, without consent, to secure any debt, liability or obligation owed to Prime by the Company, any Member or any entity affiliated with the Company, (iii) the Membership Interests of any Member may be freely assigned, pledged or otherwise transferred, without consent, in favor of the Lender(s) under, or by the Lender(s) as a result of the enforcement of any security interest arising pursuant to, that certain Senior Credit Facility (the "Credit Facility") of PMSI, (iv) the Membership Interests of any Member may be freely transferred, without consent, pursuant to and in accordance with the express terms and conditions of the Contribution Agreement, and (iv) the pledge by LASIK (pursuant to Section 6.3 of the Contribution Agreement) of its right to receive distributions from the Company in respect of its Membership Interest shall not be deemed to violate any provision of this Agreement..
Transferability of Membership. Membership in the Company is transferable only with the unanimous written consent of all Members. If such unanimous written consent is not obtained, the transferee shall be entitled to receive only the share of profits or other compensation by way of income and the return of contributions to which the transferor Member otherwise would be entitled.
Transferability of Membership. Except as provided below, Membership Interests in the Company are transferable only with the unanimous written consent of all Members. If such unanimous written consent is not obtained when required, the transferee shall be entitled to receive only the share of profits or other compensation by way of income and the return of contributions to which the transferor Member otherwise would be entitled. Notwithstanding the foregoing, (i) the Membership Interests of Prime may be freely transferred, without consent, to any entity that is then owned or controlled, directly or indirectly, by Prime Medical Services, Inc., a Delaware corporation (or its successor in interest), (ii) the Membership Interests of any Member may be freely assigned, pledged or otherwise transferred, without consent, to secure any debt, liability or obligation owed to Prime by the Company, any Member or any entity affiliated with the Company, (iii) the Membership Interests of any Member may be freely assigned, pledged or otherwise transferred, without consent, in favor of the Lender(s) under, or by the Lender(s) as a result of the enforcement of any security interest arising pursuant to, that certain Senior Credit Facility (the "Credit Facility") of PMSI, and (iv) the pledge by BDEC (pursuant to Section 6.3 of the Contribution Agreement) of its right to receive distributions from the Company in respect of its Membership Interest shall not be deemed to violate any provision of this Agreement.
Transferability of Membership. A Member may transfer his or her Company Interest only after compliance with Article 6. Any transferee of a Company Interest by any means will have only the rights, powers and privileges of an Assignee or otherwise provided by law and may not become a Member of the Company except as provided in Article 5.
Transferability of Membership. The Membership Interests are transferable only with the unanimous written consent of Prime (or Prime's permitted designee). If such unanimous written consent is not obtained when required, the transferee shall be entitled to receive only the share of profits or other compensation by way of income and the return of contributions to which the transferor Member otherwise would be entitled.
Transferability of Membership. The Membership and its privileges shall not be transferable by Member to any other person or entity. Moreover, the paying member must be physically onboard the vessel. If by any means the paying member is not available to be present for the charter, the rate of the boat will go back to retail rate and membership discounted rate will not apply in this case. LEGAL TERMS AND CONDITIONS
Transferability of Membership. Neither the membership in the Company nor any rights in the membership may be transferred or assigned for value or otherwise.
Transferability of Membership. Except as provided below, Membership Interests in the Company are transferable only with the unanimous written consent of all Members. If such unanimous written consent is not obtained when required, the transferee shall be entitled to receive only the share of profits or other compensation by way of income and the return of contributions to which the transferor Member otherwise would be entitled (giving full effect to any contractual qualifications or restrictions on the transferor Member's right to receive distributions from the Company). Notwithstanding the foregoing, (i) the Membership Interests of Prime may be freely transferred, without consent, to any entity that is then owned or controlled, directly or indirectly, by Prime Medical Services, Inc., a Delaware corporation ("PMSI"), or its successor in interest, (ii) the Membership Interests of any Member may be freely assigned, pledged or otherwise transferred, without consent, to secure any debt, liability or obligation owed to Prime by the Company, any Member or any entity affiliated with the Company, and (iii) the Membership Interests of any Member may be freely assigned, pledged or otherwise transferred, without consent, in favor of the lender(s) under, or by the lender(s) as a result of the enforcement of any security interest arising pursuant to, that certain Senior Credit Facility of PMSI.
Transferability of Membership. Neither membership in ----------------------------- the Corporation nor any right arising from membership or any right, title or interest in membership may be transferred or disposed of, in any way, directly or indirectly, by any Member or Associate Member; provided, however, that the ----------------- right, title or interest of any person in any membership of a Member may be transferred to any Affiliate of such person who meets the eligibility criteria established by the Board of Directors, is approved by the Board of Directors, in its sole and absolute discretion, and complies with the provisions of Section ------- 2.3 (except that clauses (iv) and (v) of Section 2.3(b) shall not apply). --- ------------ --- --------------
Transferability of Membership. Membership rights and interests may not be transferred except by an affirmative majority vote of Members. Any attempted transfer contrary to this section shall be wholly void and shall confer no rights on the intended transferee and shall be cause (though none is needed) to burn the Cryptographic Units through a Guild Kick member removal procedure.
