Common use of Overriding Provisions Clause in Contracts

Overriding Provisions. (a) Any Transfer in violation of this Article X shall be null and void ab initio, and the provisions of Sections 10.05 and 10.06 shall not apply to any such Transfers. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article X shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager shall promptly amend the Schedule of Members to reflect any Permitted Transfer pursuant to this Article X.

Appears in 44 contracts

Samples: Operating Agreement (Greenlane Holdings, Inc.), Limited Liability Company Agreement (Amneal Pharmaceuticals, Inc.), Limited Liability Company Agreement (Silver Run Acquisition Corp)

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Overriding Provisions. (a) Any Transfer in violation of this Article X shall be null and void ab initio, and the provisions of Sections 10.05 and 10.06 shall not apply to any such Transfers. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article X shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager Managing Member shall promptly amend the Schedule of Members to reflect any Permitted Transfer pursuant to this Article X.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Baker Hughes a GE Co), Limited Liability Company Agreement (General Electric Co), Limited Liability Company Agreement (BAKER HUGHES a GE Co LLC)

Overriding Provisions. (a) Any Transfer in violation of this Article ARTICLE X shall be null and void ab initio, and the provisions of Sections 10.05 and 10.06 shall not apply to any such Transfers. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article ARTICLE X shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager Managing Member shall promptly amend the Schedule of Members to reflect any Permitted Transfer pursuant to this Article ARTICLE X.

Appears in 3 contracts

Samples: Assignment and Assumption Agreement (International Paper Co /New/), Limited Liability Company Agreement (Graphic Packaging International, LLC), Assignment and Assumption Agreement (Graphic Packaging Holding Co)

Overriding Provisions. (a) Any Transfer in violation of this Article X shall be null and void ab initio, and the provisions of Sections 10.05 and 10.06 shall not apply to any such Transfers. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article X shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager shall shall, and is hereby authorized to, promptly amend this Agreement and the Schedule of Members attached hereto to reflect any Permitted Transfer pursuant to this Article X.X, without the requirement of any consent or acknowledgement of any other Member.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (EVO Payments, Inc.), Limited Liability Company Agreement (EVO Payments, Inc.), Limited Liability Company Agreement (EVO Payments, Inc.)

Overriding Provisions. (a) Any Transfer in violation of this Article X IX shall be null and void ab initio, and the provisions of Sections 10.05 and 10.06 Section 9.2 shall not apply to any such Transfers. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article X IX shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager Managing Member shall promptly amend the Schedule of Members to reflect any Permitted permitted Transfer of Interests pursuant to this Article X.IX.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Pennymac Financial Services, Inc.), Limited Liability Company Agreement (PennyMac Financial Services, Inc.)

Overriding Provisions. (a) Any Transfer in violation of this Article X shall be null and void ab initio, and the provisions of Sections 10.05 10.5 and 10.06 10.6 shall not apply to any such Transfers. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article X shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager shall promptly amend the Schedule of Members to reflect any Permitted Transfer pursuant to this Article X.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (RE/MAX Holdings, Inc.), Limited Liability Company Agreement (RE/MAX Holdings, Inc.)

Overriding Provisions. (a) Any Transfer in violation of this Article ARTICLE X shall be null and void ab initio, and the provisions of Sections 10.05 Section 10.5 and 10.06 Section 10.6 shall not apply to any such Transfers. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article ARTICLE X shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager shall promptly amend the Schedule of Members to reflect any Permitted Transfer pursuant to this Article ARTICLE X.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (VictoryBase Corp), Limited Liability Company Agreement (VictoryBase Corp)

Overriding Provisions. (a) Any Transfer in violation of this Article X shall be null and void ab initio, and the provisions of Sections 10.05 0 and 10.06 0 shall not apply to any such Transfers. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article X shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager shall promptly amend the Schedule of Members to reflect any Permitted Transfer pursuant to this Article X.

Appears in 1 contract

Samples: Limited Liability Company Agreement (RE/MAX Holdings, Inc.)

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Overriding Provisions. (a) Any Transfer in violation of this Article X IX shall be null and void ab initio, and the provisions of Sections 10.05 and 10.06 Section 9.2 shall not apply to any such Transfers. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article X IX shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager Managing Member shall promptly amend the Schedule of Members A to reflect any Permitted permitted Transfer of Interests pursuant to this Article X.IX.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Pennymac Financial Services, Inc.)

Overriding Provisions. (a) Any Transfer in violation of this Article X shall be null and void ab initio, and the provisions of Sections Section 10.05 and Section 10.06 shall not apply to any such TransfersTransfer. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article X shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager shall promptly amend the Schedule of Members to reflect any Permitted Transfer pursuant to this Article X.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Liberty Tax, Inc.)

Overriding Provisions. (a) Any Transfer in violation of this Article ‎Article X shall be null and void ab initio, and the provisions of Sections 10.05 ‎10.05 and 10.06 ‎10.06 shall not apply to any such Transfers. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article ‎Article X shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager Managing Member shall promptly amend the Schedule of Members to reflect any Permitted Transfer pursuant to this Article ‎Article X.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Baker Hughes Inc)

Overriding Provisions. (a) Any Transfer in violation of this Article X ARTICLE IX shall be null and void ab initio, and the provisions of Sections 10.05 9.4 and 10.06 9.5 shall not apply to any such Transfers. For the avoidance of doubt, any Person to whom a Transfer is made or attempted in violation of this Article X ARTICLE IX shall not become a Member, shall not be entitled to vote on any matters coming before the Members and shall not have any other rights in or with respect to any rights of a Member of the Company. The approval of any Transfer in any one or more instances shall not limit or waive the requirement for such approval in any other or future instance. The Manager shall promptly amend the Schedule of Members to reflect any Permitted Transfer pursuant to this Article X.ARTICLE IX.

Appears in 1 contract

Samples: Equity Transfer and Acquisition Agreement (Chart Acquisition Corp.)

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