Common use of Additional Member Clause in Contracts

Additional Member. A transferee of all or part of the Company Interest of a Member permitted under this Agreement or any Additional Member shall be admitted to the Company as a member and be listed as a Member on the books and records of the Company only if (a) in the case of a Transfer, the transferring Member gives such right to the transferee, (b) except for Transfers to an Affiliate, the Managing Member (or the Initial Preferred Member in the case of a Transfer by the Managing Member) consents to the admission of the transferee, which consent may be withheld in the sole discretion of the party required to grant consent, (c) the transferee or Additional Member shall execute and deliver an agreement reasonably satisfactory to and approved by the Managing Member, agreeing to assume and to be bound by and to comply with all of the terms and conditions of this Agreement applicable to the Members, (d) the transferee or Additional Member shall execute, and deliver all necessary certificates or other documents and perform such other acts as may be required under the Act or other applicable laws and regulations to effectuate the admission of such assignee as a Member and to preserve the status and legal compliance of the Company as reasonably satisfactory to and approved by the Members and (e) the transferee or Additional Member shall pay all reasonable expenses of the Company and the Members connected with the admission including, but not limited to, reasonable legal and accounting fees and disbursements.