Common use of Requirements for Transfer Clause in Contracts

Requirements for Transfer. Notwithstanding the foregoing, the Transfer of the Member’s interest in the Company, or any part thereof, shall not be permitted if such Transfer would (a) result in a violation of any law, rule, or regulation, (b) result in a violation of any agreement in which the Company is a party, (c) require the Company to register as an investment company under the U.S. Investment Company Act of 1940, as amended, (d) require the Company, the Manager or the Service Company t o register as an investment adviser under the U.S. Investment Advisers Act of 1940, as amended, (e) result in the Company’s assets being considered, in the opinion of counsel for the Company, as “plan assets” within the meaning of the U.S. Employee Retirement Income Security Act of 1974, as amended, or any regulations proposed or promulgated thereunder, (f) increase the number of Members; or (g) result in the Company being classified for United States federal income tax purposes as an association taxable as a corporation. Prior to effecting any such Transfer, the Manager shall have received an opinion satisfactory to it, or shall have waived the requirement of such an opinion, covering the substance of the immediately previous sentence.

Requirements for Transfer. Notwithstanding the foregoing, the Transfer of the Member’s interest in the Company, or any part thereof, shall not be permitted if such Transfer would (a) result in a violation of any law, rule, or regulation, (b) result in a violation of any agreement in which the Company is a party, (c) require the Company to register as an investment company under the U.S. Investment Company Act of 1940, as amended, (d) require the Company, the Manager or the Service Company t o to register as an investment adviser under the U.S. Investment Advisers Act of 1940, as amended, (e) result in the Company’s assets being considered, in the opinion of counsel for the Company, as “plan assets” within the meaning of the U.S. Employee Retirement Income Security Act of 1974, as amended, or any regulations proposed or promulgated thereunder, (f) increase the number of Members; or (g) result in the Company being classified classified for United States federal income tax purposes as an association taxable as a corporation. Prior to effecting effecting any such Transfer, the Manager shall have received an opinion satisfactory to it, or shall have waived the requirement of such an opinion, covering the substance of the immediately previous sentence.

Requirements for Transfer. Notwithstanding the foregoing, the Transfer of the Member’s interest in the Company, or any part thereof, shall not be permitted if such Transfer would (a) result in a violation of any law, rule, or regulation, (b) result in a violation of any agreement in which the Company is a party, (c) require the Company to register as an investment company under the U.S. Investment Company Act of 1940, as amended, (d) require the Company, the Manager or the Service Company t o register as an investment adviser under the U.S. Investment Advisers Act of 1940, as amended, (e) result in the Company’s assets being considered, in the opinion of counsel for the Company, as “plan assets” within the meaning of the U.S. Employee Retirement Income Security Act of 1974, as amended, or any regulations proposed or promulgated thereunder, (( f) increase the number of Members; or (g) result in the Company being classified for United States federal income tax purposes as an association taxable as a corporation. Prior to effecting any such Transfer, the Manager shall have received an opinion satisfactory to it, or shall have waived the requirement of such an opinion, covering the substance of the immediately previous sentence.