Common use of Transfer Restrictions and Procedures Clause in Contracts

Transfer Restrictions and Procedures. Each of the Partners agrees that it will not Transfer all or any part of its Partnership Interest, except as provided in Article X, Article XI or Section 9.2 and except that any Partner may Transfer all or any part of its Partnership Interest to any Affiliate thereof (so long as such Partner directly and beneficially owns at least 50% (on a fully-diluted basis) of the issued and outstanding equity securities or other equity interests of such Affiliate), provided that (i) notice of such Transfer is given by the Partner making such Transfer to all other Partners, (ii) any such Affiliate to whom any Partnership Interest is to be transferred pursuant to such Transfer enters into an agreement with all other Partners, reasonably satisfactory in form and substance as to such other Partners, pursuant to which such Affiliate agrees to be bound by all the terms and provisions of this LP Agreement and (iii) any such Affiliate to whom any Partnership Interest is so transferred pursuant to such Transfer shall be deemed to be subject to the same provisions of this LP Agreement as the Partner making the Transfer. Any purported Transfer in violation of this Section 9.1 shall be null and void.

Transfer Restrictions and Procedures. Each of the Partners Members agrees that it will not Transfer all or any part of its Partnership Membership Interest, except as provided in Article XVIII, Article XI IX or Section 9.2 7.2, and except that any Partner Member may Transfer all or any part of its Partnership Membership Interest to any Affiliate thereof (so long as such Partner Member directly and beneficially owns at least 50% (on a fully-fully diluted basis) of the issued and outstanding equity securities or other equity interests of such Affiliate), ; provided that (i) notice of such Transfer is given by the Partner Member making such Transfer to all other PartnersMembers, (ii) any such Affiliate to whom any Partnership Membership Interest is to be transferred pursuant to such Transfer enters into an agreement with all other PartnersMembers, reasonably satisfactory in form and substance as to such other PartnersMembers, pursuant to which such Affiliate agrees to be bound by all the terms and provisions of this LP LLC Agreement and (iii) any such Affiliate to whom any Partnership Membership Interest is so transferred pursuant to such Transfer shall be deemed to be subject to the same provisions of this LP LLC Agreement as the Partner Member making the Transfertransfer. Any purported Transfer in violation of this Section 9.1 7.1 shall be null and void.