Common use of Void Transfers Clause in Contracts

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other interest in the Company in contravention of this Agreement (including the failure of the Transferee to execute a counterpart or acceptable joinder to this Agreement) or any applicable Equity Agreement, or which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, shall be void ab initio and shall not bind or be recognized by the Company or any other party. No purported Assignee shall have any right to any gross items of income, gain, deduction or loss or Distributions of the Company.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Clearwater Analytics Holdings, Inc.), Limited Liability Company Agreement (Clearwater Analytics Holdings, Inc.), Limited Liability Company Agreement (loanDepot, Inc.)

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Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other interest in the Company LLC in contravention of this Agreement (including including, without limitation, the failure of the Transferee transferee to execute a counterpart or acceptable joinder to this Agreementin accordance with Section 10.1(c)) or any applicable Equity Agreement, or which would cause the Company LLC to not be treated as a partnership for U.S. federal income tax purposes, purposes shall be void ab initio and ineffectual and shall not bind or be recognized by the Company LLC or any other party. No purported Assignee assignee shall have any right to any gross items of incomeprofits, gain, deduction losses or loss or Distributions distributions of the CompanyLLC.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Triad Financial Corp), Limited Liability Company Agreement (Triad Financial Sm LLC), Limited Liability Company Agreement (Triad Financial Corp)

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other interest in the Company in contravention of this Agreement (including the failure of the Transferee to execute a counterpart or acceptable joinder to this Agreement) or any applicable Equity Agreement, or which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, shall be void ab initio and shall not bind or be recognized by the Company or any other party. No purported Assignee shall have any right to any gross items of income, gain, deduction or loss or Distributions of the Company.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (loanDepot, Inc.), Limited Liability Company Agreement (loanDepot, Inc.)

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units Membership Interest or other interest in the Company in contravention violation of this Agreement (including including, without limitation, the failure of the Transferee transferee to execute a counterpart or acceptable joinder to this Agreement) or any applicable Equity Agreement, or which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, purposes shall be void ab initio and ineffective and shall not bind or be recognized by the Company or any other party. No purported Assignee assignee shall have any right to vote on any gross items of incomematter or any right to any profits, gainlosses or Distribution, deduction receive reports or loss other information or Distributions to inspect the records, of the Company.

Appears in 2 contracts

Samples: Operating Agreement, Operating Agreement (FMC Technologies Inc)

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other interest in the Company in contravention of this Agreement (including including, without limitation, the failure of the Transferee transferee to execute a counterpart or acceptable joinder to this Agreementin accordance with Section 10.1(b)) or any applicable Equity Agreement, or which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, purposes shall be void ab initio and ineffectual and shall not bind or be recognized by the Company or any other party. No purported Assignee assignee shall have any right to any gross items of incomeprofits, gain, deduction losses or loss or Distributions distributions of the Company.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (VWR, Inc.), Limited Liability Company Agreement (VWR Funding, Inc.)

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other interest in the Company in contravention of this Agreement in any respect (including the failure of the Transferee to execute and deliver a counterpart or acceptable joinder to this Agreement) or any applicable Equity Agreement, or which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, purposes shall be void ab initio and ineffectual and shall not bind or be recognized by the Company or any other party. No purported Assignee assignee shall have any right to any gross items of incomeprofits, gain, deduction losses or loss or Distributions distributions of the Company.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Calavo Growers Inc), Limited Liability Company Agreement (Calavo Growers Inc)

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other interest in the Company in contravention of this Agreement (including the failure of the Transferee to execute a counterpart or acceptable joinder to this Agreement) or any applicable Equity Agreement, or which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, purposes shall be void ab initio and ineffectual and shall not bind or be recognized by the Company or any other party. No purported Assignee shall have any right to any gross items of income, gain, deduction or loss or Distributions of the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (H-Cyte, Inc.)

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other -------------- interest in the Company (a) in contravention of this Agreement (including including, without limitation, the failure of the Transferee transferee to execute a counterpart or acceptable joinder to this Agreementin accordance with Section 11.1) or any applicable Equity Agreement, or (b) which would cause the Company to not be ------------ treated as a partnership for U.S. federal income tax purposes, shall be void ab initio and ineffectual and shall not bind or be recognized by the Company or any other party. No purported Assignee assignee pursuant to a void transfer shall have any right to any gross items of incomeprofits, gain, deduction losses or loss or Distributions distributions of the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Stein Avy H)

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other interest in the Company in contravention of this Agreement (including the failure of the Transferee transferee to execute a counterpart or acceptable joinder to this Agreementin accordance with Section 8.1(b)) or any applicable Equity Agreement, or which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, purposes shall be void ab initio and ineffectual and shall not bind or be recognized by the Company or any other party. No purported Assignee assignee shall have any right to any gross items of incomeProfits, gain, deduction or loss Losses or Distributions of the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Cable One, Inc.)

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Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other interest in the Company in contravention of this Agreement (including the failure of the Transferee transferee to execute a counterpart or acceptable joinder to this Agreementin accordance with Section 8.1(c)) or any applicable Equity Agreement, or which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, purposes shall be void ab initio and ineffectual and shall not bind or be recognized by the Company or any other party. No purported Assignee assignee shall have any right to any gross items of incomeprofits, gain, deduction losses or loss or Distributions distributions of the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (NorthStar Asset Management Group Inc.)

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other interest in the Company in contravention of this Agreement (including including, without limitation, the failure of the Transferee to execute a counterpart or acceptable joinder to this Agreement) or any applicable Equity Agreement, or which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, purposes shall be void ab initio and ineffectual and shall not bind or be recognized by the Company or any other party. No purported Assignee assignee shall have any right to any gross items of incomeProfits, gain, deduction or loss Losses or Distributions of the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Chicago Pacific Founders UGP, LLC)

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other interest in the Company in contravention of this Operating Agreement (including including, without limitation, the failure of the Transferee transferee to execute a counterpart or acceptable joinder to this Agreementin accordance with Section 10.1(b)) or any applicable Equity Agreement, or which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, purposes shall be void ab initio and ineffectual and shall not bind or be recognized by the Company or any other party. No purported Assignee assignee shall have any right to any gross items of incomeprofits, gain, deduction losses or loss or Distributions distributions of the Company.

Appears in 1 contract

Samples: Operating Agreement (Metaldyne Corp)

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other -------------- interest in the Company (a) in contravention of this Agreement (including including, without limitation, the failure of the Transferee transferee to execute a counterpart or acceptable joinder to this Agreement) or any applicable Equity Agreementin accordance with Section 11.1), or (b) which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, shall be void ab initio and ineffectual and shall not bind or be recognized by the Company or any other party. No purported Assignee assignee pursuant to a void transfer shall have any right to any gross items of incomeprofits, gain, deduction losses or loss or Distributions distributions of the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Stein Avy H)

Void Transfers. Any Transfer by any Member or Unitholder or Permitted Transferee of any Units or other interest in the Company in contravention of this Agreement (including the failure of the Transferee to execute a counterpart or acceptable joinder to this Agreement) or any applicable Equity Agreement, or which would cause the Company to not be treated as a partnership for U.S. federal income tax purposes, Tax purposes shall be void ab initio and ineffectual and shall not bind or be recognized by the Company Company, any Member or any other party. No purported Assignee shall have any right to any gross items of incomeProfits, gain, deduction Losses or loss or Distributions of the CompanyDistributions.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Driven Brands Holdings Inc.)

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