Common use of Substitute Members Clause in Contracts

Substitute Members. The assignee of a membership Interest shall have the right to become a substituted member in the Company if (1) the assignor so provides in the instrument of assignment, (2) the assignee agrees in writing to be bound by the terms of this Agreement and the Articles, as amended to the date hereof, (3) consent to such assignment has been obtained from all of the other Members, (4) the assignee pays the reasonable costs incurred by the company in preparing and recording any necessary amendments to this Agreement and the Articles, (5) the assignor and assignee otherwise agree to be bound by the terms of Section 13.1-1040 of the Code of Virginia, and (6) the Company obtains opinion of counsel for the Company that none of the actions taken in connection with the assignment shall cause the Company to be classified other than as a limited liability company for federal income tax purposes, or to cause the termination or dissolution of the Company, or to cause the breach of any agreement to which the Company is a party.

Substitute Members. The assignee of a membership Interest shall have the right to become a substituted member in the Company if (1) the assignor so provides in the instrument of assignment, (2) the assignee agrees in writing to be bound by the terms of this Agreement and the Articles, as amended to the date hereof, (3) consent to such assignment has been obtained from all of the other Members, (4) the assignee pays the reasonable costs incurred by the company in preparing and recording any necessary amendments to this Agreement and the Articles, (5) the assignor and assignee otherwise agree to be bound by the terms of Section 13.1-1040 of the Code of Virginia, and (6) the Company obtains opinion of counsel for the Company that that none of the actions taken in connection with the assignment shall cause the Company to be classified other than as a limited liability company for federal income tax purposes, or to cause the termination or dissolution of the Company, or to cause the a breach of any agreement to which the Company is a party.

Substitute Members. The assignee of a membership Interest shall have the right to become a substituted member in the Company if (1) the assignor so provides in the instrument of assignment, (2) the assignee agrees in writing to be bound by the terms of this Agreement and the Articles, as amended to the date hereof, (3) consent to such assignment has been obtained from all alt of the other Members, (4) the assignee pays the reasonable costs incurred by the company in preparing and recording any necessary amendments to this Agreement and the Articles, (5) the assignor and assignee otherwise agree to be bound by the terms of Section 13.1-1040 of the Code of Virginia, and (6) the Company obtains opinion of counsel for the Company that none of the actions taken in connection with the assignment shall cause the Company to be classified other than as a limited liability company for federal income tax purposes, or to cause the termination or dissolution of the Company, or to cause the breach of any agreement to which the Company is a party.

Substitute Members. The assignee of a membership Interest shall have the right to become a substituted member in the Company if (1) the assignor so provides in the instrument of assignment, (2) the assignee agrees in writing to be bound by the terms tennis of this Agreement and the Articles, as amended to the date hereof, (3) consent to such assignment has been obtained from all of the other Members, (4) the assignee pays the reasonable costs incurred by the company in preparing and recording any necessary amendments to this Agreement and the Articles, (5) the assignor and assignee otherwise agree to be bound by the terms of Section 13.1-1040 of the Code of Virginia, and (6) the Company obtains opinion of counsel for the Company that none of the actions taken in connection with the assignment shall cause the Company to be classified other than as a limited liability company for federal income tax purposes, or to cause the termination or dissolution of the Company, or to cause the breach of any agreement to which the Company is a party.

Substitute Members. The assignee of a membership Interest shall have the right to become a substituted member Member in the Company if (1) the assignor so provides in the instrument of assignment, (2) the assignee agrees in writing to be bound by the terms of this Agreement and the Articles, as amended to the date hereof, hereof (3) consent to such assignment has been obtained from all of the other Members, (4) the assignee pays the reasonable costs incurred by the company Company in preparing and recording any necessary amendments to this Agreement and the Articles, (5) the assignor and assignee otherwise agree to be bound by the terms of Section 13.1-1040 of the Code of Virginia, and (6) the Company obtains opinion of counsel for the Company that none of the actions taken in connection with the assignment shall cause the Company to be classified other than as a limited liability company for federal income tax purposes, or to cause the termination or dissolution of the Company, or to cause the breach of any agreement to which the Company is a party.