Admission as a Member. A Member who Transfers one or more Membership Interests has no power to confer on the Transferee the status of a Member. A Transferee may be admitted as a Member only in accordance with the provisions of this Article. A Transferee who wishes to become a Member must make application in writing to the Company and provide evidence, as requested by the Company, of compliance with all conditions to admission, as set forth above. Prior to admission, each proposed member must execute and deliver a counterpart of this Agreement, as amended to date, or a separate written agreement to be bound hereby.
Admission as a Member. No Person shall be admitted to the Company as a Member until such Person (a) has assumed the obligations of this Agreement and (b) unless either (i) the Units or part thereof acquired by such Person have been registered under the Securities Act, and any applicable state securities laws or (ii) the Sole Manager has received a favorable opinion of the transferor’s legal counsel or of other legal counsel reasonably acceptable to the Sole Manager to the effect that the Transfer of the Units to such Person is exempt from registration under those Laws.
Admission as a Member. No Transfer of Units shall be effective and no Person taking or acquiring, by whatever means, all or any portion of an Units shall be admitted as a Member unless (in addition to the requirements of Section 6.2) such proposed Transfer complies with each of the following provisions:
Admission as a Member. A holder of a Company Interest may be admitted to the Company as a member upon the prior written consent of the Member and by agreeing to and becoming bound by all the terms and conditions of this Agreement.
Admission as a Member. If the Company is a limited liability company, the issuance of Warrant Shares shall be interpreted to mean the admission of the Holder as a member of the Company holding a 5% membership interest in the Company (as such percentage may be adjusted as provided herein) with all rights and privileges accorded to Members of the Company. If the Company is a limited liability company, by accepting this Warrant, the Holder agrees to execute a counterpart signature page to the Company’s Operating Agreement, as amended, and Holder hereby agrees to be bound by all terms of the Operating Agreement, regardless of whether Xxxxxx actually executes and delivers such counterpart signature page.
Admission as a Member. A Member who Transfers one or more Membership Interests has no power to confer on the Transferee the status of a Member. A Transferee may be admitted as a Member only in accordance with the provisions of this Article. A Transferee who wishes to become a Member must make application in writing to the LLC and provide evidence, as requested by the LLC, of compliance with all conditions to admission, as set forth above. Prior to admission, each proposed member must execute and deliver a counterpart of this Agreement, as amended to date, or a separate written agreement to be bound hereby. The LLC shall not without cause refuse the application for membership of a Transferee who has complied with all the provisions of this Agreement.
Admission as a Member. Upon Disposition of Units by a Member in accordance with Section 3.03(b)(i) and Section 3.03(b)(ii), the Assignee shall be admitted to the Company as a Member.
Admission as a Member. Notwithstanding anything to the contrary contained herein, any Person who is not otherwise a Member but who acquires Units from a Person other than the Company in a Transfer pursuant to any provision of this Agreement (a “Non-Member Transferee”) shall not become a Member until the Managing Member (and the Preferred Members after the occurrence of a Changeover Event) has consented to the admission of the Non-Member Transferee as a Member, which consent may be withheld for any reason no matter how unreasonable.
Admission as a Member. No Transferee of any Interests from a Member shall be admitted to the Company as a Member unless the Transfer shall have been made in accordance with this Agreement and the Transferee shall have executed an instrument satisfactory to the non-Transferring Member, whereby such Transferee agrees to abide by the terms and conditions of this Agreement and become a Member of the Company.
Admission as a Member. A transferee pursuant to Section 7.1 shall become a Member, and shall be listed as a Member on Schedule I hereto, and shall be deemed to receive the Membership Units being Transferred at such time as such transferee executes and delivers to the Company an agreement or supplement to this Agreement in which the transferee agrees (or, with respect to any Transfer by PICO that is a distribution or dividend by PICO to holders of its securities or the exchange by PICO of Membership Units for any of its securities, as a stated condition to any such Transfer, is deemed to agree, without executing and delivering to the Company an agreement or supplement to this Agreement) to be admitted as a Member and bound by the terms and conditions of this Agreement as it may be amended from time to time; provided, however that for purposes of this Section 7.2, the Encumbrance of Membership Units shall not be deemed a Transfer.
