Common use of Transfers of Ownership Interests in Members Clause in Contracts

Transfers of Ownership Interests in Members. For purposes of this Article 12, any transfer or assignment of any direct or indirect ownership or other interest in a Member that (taking into account any prior such transfers or assignments, and any prior pledges, encumbrances or collateral assignments described below) results in such Member being controlled by a Person or Persons other than the Person or Persons that control such Member on the date hereof shall be deemed an assignment of the interest in the Company of such Member and therefore subject to all of the restrictions and provisions of this Article 12. In addition, any encumbrance, pledge or other collateral assignment of a direct or indirect ownership or other interest in a Member that, if the pledgee or other assignee were to exercise its right to acquire such interest, would (taking into account any prior transfers or assignments described above and any prior such pledges, encumbrances or collateral assignments) result in such Member being controlled by a Person or Persons other than the Person or Persons that control such Member on the date hereof shall be deemed an assignment of the interest in the Company of such Member and therefore subject to all of the restrictions and provisions of this Article 12.

Appears in 5 contracts

Samples: Operating Agreement, Operating Agreement (Sidoti & Company, Inc.), Operating Agreement (Sidoti & Company, Inc.)

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Transfers of Ownership Interests in Members. For purposes of this Article 1211, any transfer or assignment of any direct or indirect ownership or other interest in a Member that (taking into account any prior such transfers or assignments, and any prior pledges, encumbrances or collateral assignments described below) results in such Member being controlled by a Person one or more Persons or Entities other than the Person Person(s) or Persons Entity(ies) that control such Member on the date hereof such Member became a Member shall be deemed an assignment of the interest in the Company Percentage Interest of such Member and therefore subject to all of the restrictions and provisions of this Article 1211. In addition, any encumbrance, pledge or other collateral assignment of a direct or indirect ownership or other interest in a Member that, if the pledgee pledge or other assignee were to exercise its right to acquire such interest, would (taking into account any prior transfers or assignments described above and any prior such pledges, encumbrances or collateral assignments) result in such Member being controlled by a Person one or more Persons or Entities other than the Person Person(s) or Persons Entity(ies) that control such Member on the date hereof such Member became a Member, shall be deemed an assignment of the interest in the Company Percentage Interest of such Member and therefore subject to all of the restrictions and provisions of this Article 1211.

Appears in 1 contract

Samples: Operating Agreement (Raging River Capital LP)

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