Additional or Substituted Members Sample Clauses

Additional or Substituted Members. If this Agreement shall be amended as a result of adding or substituting a Member, the amendment to this Agreement shall be signed by each Manager and by the Person to be added or substituted and by the assigning Member, if any. In making any amendments, the Board shall prepare and file (or cause to be prepared and filed) for recordation such documents and certificates as shall be required to be prepared and filed.
AutoNDA by SimpleDocs
Additional or Substituted Members. Additional Members may be added, or substituted Members may be admitted, to the Company with the consent of the Manager.
Additional or Substituted Members. 68 8.6 Rights of First Offer and First Refusal Pre-Senior Debt Conversion Date................................................70 8.7 Right of First Offer Post-Senior Debt Conversion Date..........76 8.8 Take-Along Right of SM Acquisition.............................80 8.9 Tag-Along Rights...............................................80 8.10 Election to Adjust Tax Basis...................................81 8.11
Additional or Substituted Members. As a condition to the admission of any Person as an additional or substituted Member, the Person to be admitted shall execute and acknowledge such instruments, in form and substance reasonably satisfactory to the Management Committee, as the Management Committee may deem reasonably necessary or desirable to effectuate such admission and to confirm that such Person has agreed to be bound by all of the covenants, terms and conditions of this Agreement, as the same shall have been amended. Such Persons shall become Members on the last to occur of (a) their making contributions to the capital of the Company, to the extent required by the Management Committee; (b) their execution of the instruments described in the first sentence of this Section 8.5; (c) the approval of any other Person whose approval thereof may be necessary; (d) subject to Section 9.4, the making of all necessary amendments, modifications and restatements of this Agreement as the Management Committee may deem appropriate to reflect a change or modification of the Company or of the respective rights of the Members
Additional or Substituted Members. (a) No Person shall be admitted to the Company as a Member other than in accordance with Article IX.
Additional or Substituted Members. No Transfer of any LLC Interests or portion thereof shall be effective unless and until the transferee is admitted as a Member of the Company pursuant to this Section 7.6. As a condition to the admission of any Person as an additional or substituted Member, this Agreement shall be amended, pursuant to Section 8.4, to admit such Person as such additional or substituted Member, and such Person shall execute and acknowledge such amendment to confirm that such Person has agreed to be bound by all of the covenants, terms and conditions of this Agreement, as amended. Such Persons shall become Members on the last to occur of (a) if applicable, their making contributions to the capital of the Company; (b) their execution of the amendment described in the second sentence of this Section 7.6; (c) the approval of or filing with any other Person which approval or filing is required; and (d) the making of all other necessary amendments, modifications and restatements of this Agreement as required to reflect a change or modification of the Company or of the respective rights of the Members hereunder (including such adjustment in LLC Interests and in Capital Accounts as may be required to admit a new Member and to reflect the issuance of a LLC Interest to a new Member); and thereupon such Persons shall be included in the definition of Members, and as parties to this Agreement, for all purposes of this Agreement. Anything herein to the contrary notwithstanding, the Company and the Executive Committee shall be entitled to treat the transferor of a LLC Interest as the absolute owner thereof in all respects, and shall incur no liability for distributions made in good faith to the transferor, until such time as a Transfer meeting all of the requirements of this Article VII has been made.

Related to Additional or Substituted Members

  • Substituted Member (a) An assignee of any Units or other interests in the Company of a Member, or any portion thereof, shall become a substituted Member entitled to all the rights of a Member if and only if the assignor gives the assignee such right.

  • Substituted Members Subject to the provisions of Article X hereof, in connection with the Permitted Transfer of a Unit hereunder, the Permitted Transferee shall become a Substituted Member on the effective date of such Transfer, which effective date shall not be earlier than the date of compliance with the conditions to such Transfer, and such admission shall be shown on the books and records of the Company, including the Schedule of Members.

  • Admission of Substituted Members Subject to the other provisions of this Article 10 a transferee of a Membership Interest may be admitted to the Company as a substituted Member only upon satisfaction of the conditions set forth in this Section 10.5.

  • Admission of Successor General Partner A successor General Partner approved pursuant to Section 11.1 or 11.2 or the transferee of or successor to all of the General Partner Interest pursuant to Section 4.6 who is proposed to be admitted as a successor General Partner shall be admitted to the Partnership as the General Partner, effective immediately prior to the withdrawal or removal of the predecessor or transferring General Partner, pursuant to Section 11.1 or 11.2 or the transfer of the General Partner Interest pursuant to Section 4.6, provided, however, that no such successor shall be admitted to the Partnership until compliance with the terms of Section 4.6 has occurred and such successor has executed and delivered such other documents or instruments as may be required to effect such admission. Any such successor shall, subject to the terms hereof, carry on the business of the members of the Partnership Group without dissolution.

  • Admission of Substitute Members As to Permitted Transfers, a transferee of Units shall be admitted as a substitute Member provided that such transferee has complied with the following provisions:

  • Admission of Substitute Member A person who acquires the Member’s entire limited liability company interest by transfer or assignment shall be admitted to the Company as a member upon the execution of this Agreement or a counterpart of this Agreement and thereupon shall become the “Member” for purposes of this Agreement.

  • Substitute Members No transferee of all or part of a Member’s Membership Interest shall become a substitute Member in place of the transferor unless and until:

  • Admission of Substitute Limited Partner (a) Subject to the other provisions of this Article 9, an assignee of the Limited Partnership Interest of a Limited Partner (which shall be understood to include any purchaser, transferee, donee, or other recipient of any disposition of such Limited Partnership Interest) shall be deemed admitted as a Limited Partner of the Partnership only with the consent of the General Partner and upon the satisfactory completion of the following:

  • Admission of a Substitute or Additional General Partner A Person shall be admitted as a substitute or additional General Partner of the Partnership only if the following terms and conditions are satisfied:

  • Substituted Limited Partner In the event a Limited Partner transfers all or any part of such Limited Partner’s Limited Partnership Interest in compliance with the provisions of this Article VIII, the transferee of the Limited Partner shall take such Limited Partnership Interest subject to all of the terms and conditions of this Agreement, shall not be considered to have title to such Limited Partnership Interest and shall not have the right to be admitted to the Partnership as a substituted Limited Partner of the Partnership unless the transferring Limited Partner has given the transferee such right and unless:

Time is Money Join Law Insider Premium to draft better contracts faster.