Assignee Interest definition
Examples of Assignee Interest in a sentence
In accordance with the terms of this Agreement, (a) Assignor hereby contributes the Contributed REIT Interest to the REIT, (b) Assignor hereby contributes the Contributed Assignee Interest to the Assignee and (c) the REIT hereby contributes the Contributed REIT Interest to the Assignee.
Immediately upon the occurrence of an Involuntary Withdrawal, the successor of the withdrawn Member shall thereupon become an Assignee Interest Holder of an Economic Interest but shall not become a Member.
The transferee of all or any portion of a Membership Interest or Assignee Interest who is not admitted as a Substitute Member pursuant to Section 13.7 hereof is a Holder, and the Transferred Membership Interest is an Assignee Interest.
On the Effective Date and concurrently with the contribution and assumption of the Contributed REIT Interest and Contributed Assignee Interest contemplated herein, (a) Assignee shall issue the Assignee Units to Assignor and (b) the REIT shall issue the REIT Shares to Assignor.
The Transfer of an Assignee Interest shall not allow the transferee to exercise or otherwise control the transferor’s Governance Rights, and any attempt to do so shall be null and void and of no force or effect.
Further, the allocations and distributions provided by this Agreement with respect to such Assignee Interest may be applied (without limiting any other legal or equitable rights of the Company) to satisfy any debts, obligations, or liabilities for damages that the transferor or transferee of such Membership Interest or Assignee Interest may have to the Company.
Except as otherwise expressly permitted or required by this Agreement, no Member may Transfer or offer to Transfer all, or any portion of, or any interest or rights in, the Membership Interest Rights owned by the Member, and no Holder may Transfer all, or any portion of, or any interest or rights in, any Assignee Interest held by such Holder.
In addition to the other limitations and restrictions set forth in this ARTICLE 13, except as expressly permitted by Section 13.2 hereof, no Person (whether such Person is a Member or a Holder who holds only an Assignee Interest) shall sell or similarly dispose of all or any portion of his Membership Interest or Assignee Interest unless such Member first offers to sell such Membership Interest strictly in accordance with the terms and conditions set forth in this Section 13.4 and Section 13.11.
The Assignee of a Membership Interest and any person who acquires a charging order against a Membership Interest shall report income, gains, losses, deductions, and credits regarding the interest for the period in which the Assignee Interest is held or for the period the charging order is outstanding.
In connection with any purchase or sale of a Membership or Assignee Interest, each Member and Assignee irrevocably appoints the Company as his attorney-in-fact for the purpose of executing any and all documents in his name for the purpose of completing such a purchase or sale.