Common use of Transfers by Management Members Clause in Contracts

Transfers by Management Members. No Management Member may Transfer any Interests including, without limitation, to any other Member, or by gift, or by operation of law or otherwise; provided that, subject to Section 12.2(b) and Section 12.2(c), Interests may be Transferred by a Management Member (i) pursuant to Section 12.3 (“Estate Planning Transfers, Transfers Upon Death of a Management Member”), (ii) in accordance with Section 12.4 (“Involuntary Transfers”), (iii) pursuant to Section 12.8(b) (“Tag-Along Rights”), (iv) pursuant to Section 12.8(c) (“Drag-Along Rights”), (v) pursuant to the Registration Rights Agreement or (vi) pursuant to the prior written approval of the Board in its sole discretion (excluding such Management Member and other members of the Board who are designees of the Management Members).

Appears in 3 contracts

Samples: Limited Liability Company Agreement (CVR Energy Inc), Limited Liability Company Agreement (CVR Energy Inc), Limited Liability Company Agreement (CVR Energy Inc)

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Transfers by Management Members. No Management Member may Transfer any Interests including, without limitation, to any other Member, or by gift, or by operation of law or otherwise; provided that, subject to Section 12.2(b) and Section 12.2(c), Interests may be Transferred by a Management Member (i) pursuant to Section 12.3 (“Estate Planning Transfers, Transfers Upon Death of a Management Member”), (ii) in accordance with Section 12.4 (“Put and Call Rights”), (iii) in accordance with Section 12.5 (“Involuntary Transfers”), (iiiiv) pursuant to Section 12.8(b12.9(b) (“Tag-Along Rights”), (ivv) pursuant to Section 12.8(c12.9(c) (“Drag-Along Rights”), (vvi) pursuant to the Registration Rights Agreement Section 12.11, or (vivii) pursuant to the prior written approval of the Board in its sole discretion (excluding such Management Member and other members of the Board who are designees of the Management Members).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Auto Disposal of Memphis, Inc.)

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