Common use of Admission of Assignee as a Member Clause in Contracts

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest (and attendant Sharing Ratio) so transferred to such Assignee, only if (A) the Disposing Member making the Disposition has granted the Assignee either (I) the Disposing Member's entire Membership Interest or (II) the express right to be so admitted; and (B) such Disposition is effected in strict compliance with this Section 3.03.

Appears in 25 contracts

Samples: Limited Liability Company Agreement (Louisiana Generating LLC), Limited Liability Company Agreement (Somerset Power LLC), Limited Liability Company Agreement (Louisiana Generating LLC)

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Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest Interests (and attendant Sharing Ratio) so transferred to such Assignee, only if (Aa) the Disposing Member making the Disposition (a “Disposing Member”) has granted the Assignee either (Ii) the all, but not less than all, of such Disposing Member's entire ’s Membership Interest Interests or (IIii) the express right to be so admitted; admitted and (Bb) such Disposition is effected in strict compliance with this Section 3.03Article IV.

Appears in 15 contracts

Samples: Limited Liability Company Agreement (Western Midstream Partners, LP), Limited Liability Company Agreement (Quest Energy Partners, L.P.), Limited Liability Company Agreement (Quest Energy Partners, L.P.)

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest Interests (and attendant Sharing Ratio) so transferred to such Assignee, only if (Aa) the Disposing Member making the Disposition (a “Disposing Member”) has granted the Assignee either (Ii) the all, but not less than all, of such Disposing Member's entire ’s Membership Interest Interests or (IIii) the express right to be so admitted; and (Bb) such Disposition is effected in strict compliance with this Section 3.03Article IV.

Appears in 7 contracts

Samples: Limited Liability Company Agreement (Magellan Midstream Partners Lp), Unitholders Agreement (Energy Transfer Partners, L.P.), Limited Liability Company Agreement (Sunoco Logistics Partners L.P.)

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest (and attendant Sharing Ratio) so transferred to such Assignee, only if (A) the Disposing Member making the Disposition has granted the Assignee either (I) the Disposing Member's ’s entire Membership Interest or (II) the express right to be so admitted; and (B) such Disposition is effected in strict compliance with this Section 3.03.

Appears in 5 contracts

Samples: Limited Liability Company Agreement (Onsite Energy, Inc.), Limited Liability Company Agreement (NRG Retail LLC), Limited Liability Company Agreement (NRG Retail LLC)

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest Interests (and attendant Sharing Ratio) so transferred to such Assignee, only if (Aa) the Disposing Member making the Disposition (a "Disposing Member") has granted the Assignee either (Ii) the all, but not less than all, of such Disposing Member's entire Membership Interest Interests or (IIii) the express right to be so admitted; and (Bb) such Disposition is effected in strict compliance with this Section 3.03Article IV.

Appears in 5 contracts

Samples: Limited Liability Company Agreement (Magellan Midstream Partners Lp), Limited Liability Company Agreement (Williams Energy Partners L P), Limited Liability Company Agreement (Williams Energy Partners L P)

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest Interests (and attendant Sharing Ratio) so transferred to such Assignee, only if (Aa) the Disposing Member making the Disposition has granted the Assignee either (I) the Disposing Member's entire Membership Interest or (II) the express right to be so admitted; and (B) such Disposition is effected in strict compliance with this Section 3.03.a

Appears in 3 contracts

Samples: Limited Liability Company Agreement (SemGroup Energy Partners, L.P.), Limited Liability Company Agreement (SemGroup Energy Partners, L.P.), Limited Liability Company Agreement (Regency Energy Partners LP)

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest Interests (and attendant Sharing Ratio) so transferred to such Assignee, only if (Aa) the Disposing Member making the Disposition (a “Disposing Member”) has granted Disposed of all, but not less than all, of such Disposing Member’s Membership Interests to the Assignee either (I) the Disposing Member's entire Membership Interest or (II) the express right to be so admitted; and (Bb) such Disposition is effected in strict compliance with this Section 3.03Article IV, including the provisions of the Co-Investment Agreement incorporated by reference herein.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (CB-Blueknight, LLC), Limited Liability Company Agreement (Blueknight Energy Holding, Inc.)

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest (and attendant Sharing Ratio) so transferred to such Assignee, only if (Ai) the Disposing Member making the Disposition has granted the Assignee either (I) all of the Disposing Member's entire ’s Membership Interest or (II) the express right to be so admitted; and (Bii) such Disposition is effected in strict compliance with this Section 3.03.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Composite Technology Corp), Limited Liability Company Agreement (GDT TEK, Inc.)

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest (and attendant Sharing Ratio) Units so transferred to such Assignee, only if (A) the Disposition complies with this Article IV and either the Disposing Member making the Disposition has expressly granted such right to the Assignee either (I) or the Disposing Member's entire Membership Interest or (II) the express right to be so admitted; and (B) such Disposition is effected in strict compliance with this Section 3.03Board otherwise approves.

Appears in 2 contracts

Samples: Investment and Option Agreement (NRG Energy, Inc.), NRG Energy, Inc.

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest (and Interests, including the attendant Sharing RatioRatio and rights of the transferring Member (e. g., any rights as a Designating Party) so transferred to such Assignee, only if (A) the Disposing Member making the Disposition has granted the Assignee either (I) the Disposing Member's entire Membership Interest or (II) the express right to be so admitted; and (B) such Disposition is effected in strict compliance with this Section 3.03Article IV.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (EIG BBTS Holdings, LLC), Limited Liability Company Agreement (TW Southcross Aggregator LP)

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Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest Interests (and attendant Sharing Ratio) so transferred to such Assignee, only if (A) the Disposing Member making the related Disposition has granted the to such Assignee either (I) the Disposing Member's entire Membership Interest or (II) the express right to be so admitted; and (B) such Disposition is effected in strict compliance with this Section 3.03Article IV.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Williams Partners L.P.), Limited Liability Company Agreement (Williams Partners L.P.)

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest (and Interests, including the attendant Sharing RatioRatio and rights of the transferring Member (e. g., any rights as a Designating Party and any rights of a Designating Party with a Veto Interest) so transferred to such Assignee, only if (A) the Disposing Member making the Disposition has granted the Assignee either (I) the Disposing Member's entire Membership Interest or (II) the express right to be so admitted; and (B) such Disposition is effected in strict compliance with this Section 3.03Article IV.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (EIG BlackBrush Holdings, LLC), Limited Liability Company Agreement (Southcross Energy LLC)

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest (and attendant Sharing Ratio) so transferred to such Assignee, only if (Ai) the Disposing Member making the Disposition has granted the Assignee either (I) the Disposing Member's =s entire Membership Interest or (II) the express right to be so admittedInterest; and (Bii) such Disposition is effected in strict compliance with this Section 3.03.

Appears in 2 contracts

Samples: Trust Agreement, Limited Liability Company Agreement

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest (and attendant Sharing Ratio) so transferred to such Assignee, only if (Ai) the Disposing Member making the Disposition has granted the Assignee either (IA) the Disposing Member's entire Membership Interest or (IIB) the express right to be so admitted; and (Bii) such Disposition is effected in strict compliance with this Section 3.03.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (East Coast Power LLC), Power Purchase Agreement (East Coast Power LLC)

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest of the Disposing Member (and attendant Sharing Ratio) so transferred to such Assignee, only if (A) the Disposing Member making the Disposition has granted the Assignee either (I) the Disposing Member's entire Membership Interest or (II) the express right to be so admitted; and (B) such Disposition is effected in strict compliance with this Section 3.03Sections 3.03(a) and (b).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Piedmont Natural Gas Co Inc)

Admission of Assignee as a Member. An Assignee has the right to be admitted to the Company as a Member, with the Membership Interest (and attendant Sharing Ratio) so transferred to such Assignee, only if (Ai) the Disposing Member making the Disposition has granted the Assignee either (I) the Disposing Member's ’s entire Membership Interest or (II) the express right to be so admittedInterest; and (Bii) such Disposition is effected in strict compliance with this Section 3.03.

Appears in 1 contract

Samples: Limited Liability Company Agreement

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