Common use of Consent of Managing Member Clause in Contracts

Consent of Managing Member. No Non-Managing Members shall have the right to substitute a transferee as a Non-Managing Member in its place (including any transferees permitted by Section 11.3). The Managing Member shall, however, have the right to consent to the admission of a transferee of the interest of a Non-Managing Member pursuant to this Section 11.4 as a Substituted Non-Managing Member, which consent may be given or withheld by the Managing Member in its sole and absolute discretion. The Managing Member’s failure or refusal to permit a transferee of any such interests to become a Substituted Non-Managing Member shall not give rise to any cause of action against the Company, the Managing Member or any Member. The Managing Member hereby grants its consent to the admission as a Substituted Non-Managing Member to any bona fide financial institution that loans money or otherwise extends credit to a holder of Membership Units and thereafter becomes the owner of such Membership Units pursuant to the exercise by such financial institution of its rights under a pledge of such Membership Units granted in connection with such loan or extension of credit.

Consent of Managing Member. No Non-Managing Members Member shall have the right to substitute a transferee as a Non-Managing Member in its place (including any transferees permitted by Section 11.3)place. The Managing Member shall, however, have the right to consent to the admission of a transferee of the interest of a Non-Managing Member pursuant to this Section 11.4 as a Substituted Non-Managing Member, which consent may be given or withheld by the Managing Member in its sole and absolute discretion. The Managing Member’s failure or refusal to permit a transferee of any such interests to become a Substituted Non-Managing Member shall not give rise to any cause of action against the Company, the Managing Member or any Member. The Managing Member hereby grants its consent to the admission as a Substituted Non-Managing Member to any bona fide financial institution that loans money or otherwise extends credit to a holder of Membership Units and thereafter becomes the owner of such Membership Units pursuant to the exercise by such financial institution of its rights under a pledge of such Membership Units granted in connection with such loan or extension of credit.

Consent of Managing Member. No Non-Managing Members shall have the right to substitute a transferee as a Non-Managing Member in its place (including any transferees permitted by Section 11.3)place. The Managing Member shall, however, have the right to consent to the admission of a transferee of the interest of a Non-Managing Member pursuant to this Section 11.4 as a Substituted Non-Managing Member, which consent may be given or withheld by the Managing Member in its sole and absolute discretion. The Managing Member’s failure or refusal to permit a transferee of any such interests to become a Substituted Non-Managing Member shall not give rise to any cause of action against the Company, the Managing Member Company or any Member. The Managing Member hereby grants its consent to the admission as a Substituted Non-Managing Member to any bona fide financial institution that loans money or otherwise extends credit to a holder of Membership Units and thereafter becomes the owner of such Membership Units pursuant to the exercise by such financial institution of its rights under a pledge of such Membership Units granted in connection with such loan or extension of credit.