Common use of Transfers in Compliance with Law; Substitution of Transferee Clause in Contracts

Transfers in Compliance with Law; Substitution of Transferee. Notwithstanding any other provision of this Agreement, no Transfer may be made pursuant to this Article II or Article III unless (a) the Transferee has agreed in writing to be bound by the terms and conditions of this Agreement and the Charter Documents pursuant to an instrument substantially in the form attached hereto as Exhibit A‑1, (b) the Transfer complies in all respects with the applicable provisions of this Agreement, (c) the Transfer complies in all respects with applicable federal and state securities laws, including the Securities Act, and (d) the Transfer complies with Section 2.5. If requested by the Company, an opinion of counsel to such Transferor shall be supplied to the Company, at such Transferor’s expense, to the effect that such Transfer complies with applicable federal and state securities laws. Upon becoming a party to this Agreement, a Permitted Transferee of a Stockholder shall be deemed an “Initial Stockholder” hereunder and substituted for, and shall enjoy the same rights and be subject to the same obligations as, the Transferor hereunder with respect to the Shares Transferred to such Permitted Transferee; provided, however, that the Transfer of registration rights provided in Section 7.4 shall at all times be subject to Section 2.13 of Exhibit B.

Transfers in Compliance with Law; Substitution of Transferee. Notwithstanding any other provision of this Agreement, no Transfer may be made pursuant to this Article II or Article III unless (a) the Transferee has agreed in writing to be bound by the terms and conditions of this Agreement and the Charter Documents pursuant to an instrument substantially in the form attached hereto as Exhibit A‑1A-1, (b) the Transfer complies in all respects with the applicable provisions of this Agreement, (c) the Transfer complies in all respects with applicable federal and state securities laws, including the Securities Act, and (d) the Transfer complies with Section 2.5. If requested by the Company, an opinion of counsel to such Transferor shall be supplied to the Company, at such Transferor’s expense, to the effect that such Transfer complies with applicable federal and state securities laws. Upon becoming a party to this Agreement, a Permitted Transferee of a Stockholder shall be deemed an “Initial Stockholder” hereunder and substituted for, and shall enjoy the same rights and be subject to the same obligations as, the Transferor hereunder with respect to the Shares Transferred to such Permitted Transferee; provided, however, that the Transfer of registration rights provided in Section 7.4 shall at all times be subject to Section 2.13 of Exhibit B.

Transfers in Compliance with Law; Substitution of Transferee. Notwithstanding any other provision of this Agreement, no Transfer transfer may be made pursuant to this Article II Section 2 or Article III Section 3 unless (a) the Permitted Transferee has agreed in writing to be bound by the terms and conditions of this Agreement and the Charter Documents pursuant to an instrument substantially in the form attached hereto as Exhibit A‑1Agreement, (b) the Transfer transfer complies in all respects with the applicable provisions of this Agreement, and (c) the Transfer transfer complies in all respects with applicable federal and state securities laws, including including, without limitation, the Securities Act, and (d) the Transfer complies with Section 2.5. If requested by the CompanyCompany in its reasonable judgment, an opinion of counsel to counsel, for such Transferor transferring Stockholder shall be supplied to the Company, Company at such Transferor’s transferring Stockholder's expense, to the effect that such Transfer transfer complies with the applicable federal and state securities laws; provided, however, that no such opinion shall be required with respect to a transfer to a successor trust to an Investor which has the same beneficiaries. Any attempt to transfer any Shares or rights hereunder in violation of this Agreement shall be null and void ab initio and the Company shall not register such transfer. Upon becoming a party to this Agreement, a Permitted Transferee of a Stockholder shall be deemed an “Initial Stockholder” hereunder and substituted for, and shall enjoy the same rights and be subject to the same obligations as, the Transferor as its predecessor hereunder with respect only to the Shares Transferred to extent that this Agreement specifically states that such Permitted Transferee; provided, however, that Transferee shall enjoy the Transfer of registration rights provided in Section 7.4 shall at all times particular right or be subject to Section 2.13 the particular obligation of Exhibit B.its predecessor, as the case may be.

Transfers in Compliance with Law; Substitution of Transferee. Notwithstanding any other provision of this Agreement, no Transfer transfer to a Current Manager Permitted Transferee may be made pursuant to this Article II or Article III Section 3.1 unless (a) the Current Manager Permitted Transferee has agreed in writing to be bound by the terms and conditions of this Agreement and the Charter Documents pursuant to an instrument substantially in the form attached hereto as Exhibit A‑1A, (b) the Transfer transfer complies in all respects with the applicable provisions of this Agreement, Agreement and (c) the Transfer transfer complies in all respects with applicable federal and state securities laws, including including, without limitation, the Securities Act, and (d) the Transfer complies with Section 2.5. If requested by the CompanyCompany in its reasonable judgment, an opinion of counsel to such Transferor transferring Current Manager shall be supplied to the Company, Company at such Transferortransferring Current Manager’s expense, to the effect that such Transfer transfer complies with the applicable federal and state securities laws. Upon becoming a party to this Agreement, a the Current Manager Permitted Transferee of a Stockholder shall be deemed an “Initial Stockholder” hereunder and substituted for, and shall enjoy the same rights and be subject to the same obligations as, the Transferor transferring Current Manager hereunder with respect to the Current Management Shares Transferred transferred to such Current Manager Permitted Transferee; provided, however, that the Transfer of registration rights provided in Section 7.4 shall at all times be subject to Section 2.13 of Exhibit B..