Common use of Prohibited Dispositions Clause in Contracts

Prohibited Dispositions. Any attempted sale, assignment, transfer, exchange, mortgage, pledge, grant, hypothecation, or other disposition of any Units will be null and void if it is not made in compliance with this Article 7 or: 7.2.1. subject to waiver by the Managing Member upon advice of counsel, if the disposition (in conjunction with prior dispositions) would cause a termination of the Fund under the Code; 7.2.2. if the disposition would, in the opinion of tax counsel to the Fund, jeopardize the status of the Fund as a partnership for federal income tax purposes or cause the Fund to be treated as a publicly-traded partnership; 7.2.3. if the disposition would not be in compliance with any and all state and federal securities laws and regulations; or 7.2.4. if the disposition would cause the assets of the Fund to be characterized as “plan assets” under ERISA.