Common use of Affiliate Transfers Clause in Contracts

Affiliate Transfers. (a) Subject to the provisions of Section 12.02(b) hereof, and subject in each case to the prior written approval of each Member (such approval not to be unreasonably withheld), any Member may Transfer all or any portion of its Interest in the Company at any time to an Affiliate of such Member, provided that such Affiliate shall remain an Affiliate of such Member at all times that such Affiliate holds such Interest. If such Affiliate shall thereafter cease being an Affiliate of such Member while such Affiliate holds such Interest, such cessation shall be a non-permitted Transfer and shall be deemed void ab initio, whereupon the Member having made the Transfer shall, at its own and sole expense, cause such putative transferee to disgorge all economic benefits and otherwise indemnify the Company and the other Member(s) against loss or damage under any loan agreement. No Transfer shall be permitted and shall be void ab initio if it shall violate any “Transfer” provision of any applicable loan agreement with third party lenders.

Appears in 2 contracts

Samples: Operating Agreement (Bluerock Enhanced Multifamily Trust, Inc.), Operating Agreement (Bluerock Enhanced Multifamily Trust, Inc.)

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Affiliate Transfers. (a) Subject to the provisions of Section 12.02(b12.2(b) hereof, and subject in each case to the prior written approval of each Member (such approval not to be unreasonably withheld), any Member may Transfer all or any portion of its Interest in the Company at any time to an Affiliate of such Member, provided that such Affiliate shall remain an Affiliate of such Member at all times that such Affiliate holds such Interest. If such Affiliate shall thereafter cease being an Affiliate of such Member while such Affiliate holds such Interest, such cessation shall be a non-permitted Transfer and shall be deemed void ab initio, whereupon the Member having made the Transfer shall, at its own and sole expense, cause such putative transferee to disgorge all economic benefits and otherwise indemnify the Company and the other Member(s) against loss or damage under any loan agreementCollateral Agreement. No Transfer shall be permitted and shall be void ab initio if it shall violate any “Transfer” provision of any applicable loan agreement Collateral Agreement with third party lenders.

Appears in 1 contract

Samples: Venture Agreement (Bluerock Enhanced Multifamily Trust, Inc.)

Affiliate Transfers. (a) Subject to the provisions of Section 12.02(b12.2(b) hereof, and subject in each case to the prior written approval of each Member (such approval not to be unreasonably withheld), any Member may Transfer all or any portion of its Interest in the Company at any time to an Affiliate of such Member, provided that such Affiliate shall remain an Affiliate of such Member at all times that such Affiliate holds such Interest. If such Affiliate shall thereafter cease being an Affiliate of such Member while such Affiliate holds such Interest, such cessation shall be a non-permitted Transfer and shall be deemed void ab initio, whereupon the Member having made the Transfer shall, at its own and sole expense, cause such putative transferee to disgorge all economic benefits and otherwise indemnify the Company and the other Member(s) against loss or damage under any loan agreementCollateral Agreement. No Further, no Transfer shall be permitted and shall be void ab initio if it shall violate any “Transfer” provision of any applicable loan agreement Collateral Agreement with third party lenders.

Appears in 1 contract

Samples: Property Management Agreement (Bluerock Residential Growth REIT, Inc.)

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Affiliate Transfers. (a) Subject to the provisions of Section 12.02(b11.2(b) hereof, and subject in each case to the prior written approval of each Member (such approval not to be unreasonably withheld), any Member may Transfer all or any portion of its Interest in the Company at any time to an Affiliate of such Member, provided that such Affiliate shall remain an Affiliate of such Member at all times that such Affiliate holds such Interest. If such Affiliate shall thereafter cease being an Affiliate of such Member while such Affiliate holds such Interest, such cessation shall be a non-permitted Transfer and shall be deemed void ab initio, whereupon the Member having made the Transfer shall, at its own and sole expense, cause such putative transferee to disgorge all economic benefits and otherwise indemnify the Company and the other Member(s) against loss or damage under any loan agreementCollateral Agreement. No Transfer shall be permitted and shall be void ab initio if it shall violate any "Transfer" provision of any applicable loan agreement Collateral Agreement with third party lenders.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Bluerock Enhanced Multifamily Trust, Inc.)

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