Common use of Substitution of Members Clause in Contracts

Substitution of Members. A transferee of a Membership Interest will have the right to become a substitute Member only if (i) the requirements of Sections 7.1 and 7.2 relating to the unanimous consent of the non-transferring Members and securities and tax requirements of this Agreement are met, (ii) such Person executes an instrument satisfactory to the Members accepting and adopting the terms and provisions of this Agreement, and (iii) such Person pays any reasonable expenses in connection with his, her or its admission as a new Member. The admission of a substitute Member will not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company with respect to such assigned the Membership Interest, unless otherwise decided by the transferor and the transferee with the approval of the non-transferring Members.

Appears in 2 contracts

Sources: Limited Liability Company Agreement, Limited Liability Company Agreement (Provision Holding, Inc.)

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (i) the requirements of Sections 7.1 and 7.2 relating to the unanimous consent of all of the non-transferring Members and securities and tax requirements of this Agreement are met, is given in accordance with Section 9.1 or the Transfer is a Permitted Transfer pursuant to Section 9.3; (ii) such Person executes an instrument satisfactory to a majority of the Members Managers accepting and adopting the terms and provisions of this Agreement, ; and (iii) such Person pays any reasonable expenses in connection with his, her or its admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company with respect to such assigned the Membership Interest, unless otherwise decided by the transferor and the transferee with the approval as of the non-transferring Membersdate of such assignment.

Appears in 1 contract

Sources: Limited Liability Company Agreement (Solar Power, Inc.)

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (i) the requirements of Sections 7.1 and 7.2 relating to the unanimous consent of the non-transferring Members Managers and a Majority in Interest of the Members, securities and tax requirements of this Agreement hereof are met, (ii) such Person executes an instrument satisfactory to the Members Managers accepting and adopting the terms and provisions of this Agreement, and (iii) such Person person pays any reasonable expenses in connection with his, her or its such Member’s admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company with respect to such assigned the Membership Interest, unless otherwise decided by the transferor and the transferee with the approval of the non-transferring MembersCompany.

Appears in 1 contract

Sources: Operating Agreement (ARAMARK FHC Kansas, Inc.)

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (i) the requirements of Sections 7.1 Section 8.01 and 7.2 relating to the unanimous consent of the non-transferring Members and securities and tax requirements of this Agreement Section 8.02 are met, (ii) such Person executes an a member joinder agreement (“Member Joinder”), in the form attached hereto as Ex- hibit C, or other instrument satisfactory to the Members Board of Managers accepting and adopting the terms and provisions of this Agreement, and (iii) such Person pays any reasonable expenses in connection with his, her or its his admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company with respect to such assigned the Membership Interest, unless otherwise decided by the transferor and the transferee with the approval of the non-transferring MembersCompany.

Appears in 1 contract

Sources: Operating Agreement

Substitution of Members. A transferee of a any Membership Interest will Interests in the Company properly transferred hereunder shall have the right to become a substitute Member associated with any applicable Series only if (i) the requirements of Sections 7.1 and 7.2 relating to the unanimous consent of the non-transferring Members and securities and tax requirements of this Agreement are metManaging Member is given, (ii) such Person transferee executes an instrument satisfactory to the Members Managing Member accepting and adopting the terms and provisions of this Agreement, and (iii) such Person transferee pays any reasonable expenses in connection with his, her or its admission as a new substitute Member (as requested by the Managing Member); provided, however, that this Section 5.2 shall not apply to Permitted Transfers. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest membership interest in the Company from any liability that such Member may have to the Company with respect to such assigned the Membership Interest, unless otherwise decided by the transferor and the transferee with the approval of the non-transferring MembersCompany.

Appears in 1 contract

Sources: Limited Liability Company Agreement (Hershfield Lawrence)