Recognition of Transfer. The Company shall not recognize for any purpose any purported Transfer of all or any portion of the interest in the Company of a Member unless: (i) the provisions of Section 8.1 shall have been complied with and (ii) there shall have been filed with the Company a dated notice of such Transfer, in form satisfactory to the Managing Member, executed and acknowledged by both the transferring Member and the Assignee and such notice: (a) contains the acceptance by the Assignee of all the terms and provisions of this Agreement and the Assignee’s agreement to be bound thereby; (b) represents that such Transfer was made in accordance with all applicable laws and regulations; and (c) contains a power of attorney authorizing the Managing Member to execute this Agreement on behalf of the Assignee.
Recognition of Transfer. (a) The Company shall not recognize for any purpose any purported Transfer of all or any portion of the Member’s Interest (including some or all of its rights or obligations hereunder) and no transferee of all or any portion of such Interest shall be admitted as a Member hereunder unless:
Recognition of Transfer. (a) The Partnership shall not recognize for any purpose any purported Transfer of all or any portion of a Limited Partner's Interest (including some or all of its rights or obligations hereunder) and no transferee of all or any portion of such Interest shall be admitted as a Limited Partner hereunder unless:
Recognition of Transfer. The Partnership will not be obligated to recognize for any purpose any Transfer of any Partnership Interest unless (i) there shall have been filed with the Partnership a duly executed and acknowledged counterpart of the instrument making such Transfer signed by both the Transferring Preferred Partner and the Transferee and such instrument evidences, inter alia, the written acceptance by the Transferee of all of the terms and provisions of this Agreement and represents that such Transfer was made in accordance with all applicable Law (including investment suitability standards) and (ii) such a Transfer is permitted under this Article 5. Irrespective of whether or not any successor to a Partner or a purported Transferee of a Partner’s Partnership Interest hereunder provides the aforesaid instruments, any such Person shall be bound by the terms and provisions of this Agreement. As a condition to any voluntary Transfer of a Partnership Interest, the General Partner may require that the Transferring Preferred Partner or the Transferee of the Partnership Interest or their respective representatives provide to the Partnership information that is reasonably requested by counsel to the Partnership to enable such counsel to determine that such Transfer is not prohibited by this Article 5.
Recognition of Transfer. (a) Any Transfer of an Interest in contravention of any of the provisions of this Section IX shall be void and ineffective and shall not be binding upon or recognized by the Partnership.
Recognition of Transfer. No Transfer of any Shares that is in violation of this Article VI shall be valid or effective, and neither JVCO nor any Shareholder shall recognize such invalid Transfer. Neither JVCO nor any Shareholder shall incur any liability as a result of refusing to make any distributions to the transferee of any such invalid Transfer.
Recognition of Transfer. Upon a Permitted Transfer of Units, and as a condition to recognizing the effectiveness and binding nature of any Permitted Transfer, and (subject to Section 12.13) substitution of a Person as a Unitholder, the Board of Managers may require the transferring Unitholder and the proposed transferee to execute, acknowledge and deliver to the Board of Managers such instruments of transfer, assignment and assumption and such other agreements and to perform all such other acts that the Board of Managers may deem reasonably necessary or desirable to (a) constitute such Person as a Unitholder, (b) confirm that the Person desiring to become a Unitholder has accepted, assumed and agreed to be subject and bound by all of the terms, obligations and conditions of this Agreement (whether such Person is to be admitted as a new Member or will merely be an Economic Interest Owner), (c) maintain the status of the Company as a partnership for federal income tax purposes and (d) assure compliance with any applicable state and federal laws, including securities laws and regulations.
Recognition of Transfer. The Fund shall not recognize for any purpose any purported Transfer of all or any portion of the Units of a Limited Partner unless (i) the provisions of this Section 11 shall have been complied with, and (ii) the General Partner shall have received such instruments, in form and substance satisfactory to the General Partner, containing such representations, warranties and agreements as the General Partner may deem necessary or appropriate, and which shall also contain the acceptance by the Assignee of all the terms and provisions of this Agreement and the Assignee’s agreement to be bound thereby. The General Partner may, but is not obligated to, also require as a condition to any Transfer an opinion of counsel acceptable to the General Partner (who may be counsel to the Fund) satisfactory in form and substance to the General Partner covering such matters as the General Partner shall request.
Recognition of Transfer. The Company shall not recognize for any purpose any purported Transfer of all or any portion of the interest in the Company of a Member unless: (i) the provisions of Section 8.1 shall have been complied with and (ii) there shall have been filed with the Company a dated notice of such Transfer, in form satisfactory to the Board of Directors, executed and acknowledged by both the transferring Member and the Assignee and such notice:
Recognition of Transfer. No Transfer of any Securities that is in violation of this Section 8.3 shall be valid or effective, and the Company shall have no obligation to recognize such invalid Transfer. The Company shall not incur any liability as a result of refusing to make any payments of any kind in respect of the Securities to the transferee of any such invalid Transfer.
