DLJ Parent Transfers. Notwithstanding any contrary provision in this Article 9 or elsewhere in this Agreement, a transaction resulting in a DLJ Parent Change of Control, or any other transfer of capital stock or other equity interests in a DLJ Parent or a DLJ Fund (a “DLJ Parent Transfer”) shall be permitted for all purposes hereunder without the consent of the Class A Members or any other Members and shall not be subject to the right of first offer under Section 9.4 and shall not trigger the Drag-Along Right or Tag-Along Right under Section 9.5; provided, however, that (i) such transaction complies, in all material respects, with all applicable laws (including, without limitation, all applicable Gaming Regulations), and (ii) such transaction satisfies the conditions set forth in Section 9.3(f) below.
Appears in 1 contract
Sources: Limited Liability Company Agreement (Hard Rock Hotel Holdings, LLC)
DLJ Parent Transfers. Notwithstanding any contrary provision in this Article 9 or elsewhere in this Agreement, a transaction resulting in a DLJ Parent Change of Control, or any other transfer of capital stock or other equity interests in a DLJ Parent or a DLJ Fund (a “DLJ Parent Transfer”) shall be permitted for all purposes hereunder without the consent of the Class A Members or any other Members and shall not be subject to the right of first offer under Section 9.4 and shall not trigger the Drag-Along Right or Tag-Along Right under Section 9.5; provided, however, that (i) such transaction complies, in all material respects, with all applicable laws (including, without limitation, all applicable Gaming Regulations), and (ii) such transaction satisfies the conditions set forth in Section 9.3(f9.3(g) below.
Appears in 1 contract
Sources: Limited Liability Company Agreement (Hard Rock Hotel Holdings, LLC)