Common use of Substitution of Members Clause in Contracts

Substitution of Members. A transferee of a Membership Interest will have the right to become a substitute Member only if (a) the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are met, (b) such Person executes an instrument satisfactory to the Management Committee accepting and adopting the terms and provisions of this Agreement, and (c) such Person pays any reasonable expenses in connection with its admission as a new Member. The admission of a substitute Member will not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (ai) the requirements of Sections 9.1 7.1 and 9.2 7.2 relating to consent of Members, securities and any securities or tax requirements of this Agreement hereof are met, (bii) such Person executes an instrument reasonably satisfactory to the Management Committee Manager accepting and adopting the terms and provisions of this Agreement, and (ciii) such Person person pays any reasonable expenses in connection with its his or her admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (ai) consent of the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are metMembers is given in accordance with Section 6.1, (bii) such Person person executes an instrument satisfactory to the Management Committee Members accepting and adopting the terms and provisions of this Agreement, and (ciii) such Person person pays any reasonable expenses in connection with its his or her admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (a) the requirements of Sections 9.1 7.1 and 9.2 7.2 above relating to unanimous consent of Members, securities and any securities or tax requirements of this Agreement hereof are met, (b) such the Person executes an instrument satisfactory to the Management Committee Manager accepting and adopting the terms and provisions of this Agreement, and (c) such the Person pays any reasonable expenses in connection with its admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the CompanyLLC.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (ai) consent of the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are metMembers is given in accordance with Section 6.1, (bii) such Person transferee executes an instrument satisfactory to the Management Committee Members accepting and adopting the terms and provisions of this Agreement, and (ciii) such Person transferee pays any reasonable expenses in connection with its such transferee's admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership an Interest will shall have the right ----------------------- to become a substitute Member only if (ai) the requirements of Section 13.1 relating to consent of the other Member and compliance with Sections 9.1 13.4 and 9.2 13.5 and any securities or and tax requirements of this Agreement hereof are met, (bii) such Person person executes an instrument satisfactory to the Management Committee remaining Members accepting and adopting the terms and provisions of this Agreement, and (ciii) such Person person pays any reasonable expenses in connection with its admission as a new Member. The admission Any transferee of a substitute Member will not result an Interest in the release of the Member who assigned the Membership Interest from any liability that such Member may have Company shall take subject to the Companyrestrictions on transfer imposed by this Agreement.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (ai) consent of the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are metremaining Members is given in accordance with Section 6.1, (bii) such Person person executes an instrument satisfactory to the Management Committee accepting and adopting remaining Members agreeing to all of the terms and provisions of this Agreement, and (ciii) such Person person pays any reasonable expenses in connection with its his or her admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall ----------------------- have the right to become a substitute Member only if (ai) consent of the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are metremaining Members is given in accordance with Section 6.1, (bii) such Person person executes an instrument satisfactory to the Management Committee accepting and adopting remaining Members agreeing to all of the terms and provisions of this Agreement, and (ciii) such Person person pays any reasonable expenses in connection with its his or her admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership an Interest will shall have the right to become a substitute Member only if (a) consent of the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are metMembers is given in accordance with Section 6.1, (b) such Person executes transferee complies with the requirement in Section 6.1 by executing an instrument satisfactory to Parent in which the Management Committee accepting transferee accepts and adopting adopts the terms and provisions of this Agreement, and (c) such Person transferee pays any reasonable expenses in connection with its admission as a new substitute Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (ai) consent of all the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are metMembers is given, (bii) such Person person executes an instrument satisfactory to the Management Committee Members accepting and adopting the terms and provisions of this Agreement, and (ciii) such Person person pays any reasonable expenses in connection with its his or her admission as a new Membermember. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Member's Interest will pursuant to this Agreement shall have the right to become a substitute Member only if (a) approved by the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are metManager or, if there is no Manager, by the Class A Member, (bii) such Person executes an instrument satisfactory to the Management Committee Manager or Class A Member, as the case may be) accepting and adopting the terms and provisions of this Agreement, and (ciii) such Person pays any reasonable expenses in connection with its such Person’s admission as a new substitute Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (ai) the requirements of Sections 9.1 7.1 and 9.2 7.2 relating to unanimous consent of Members, securities and any securities or tax requirements of this Agreement hereof are met, (bii) such Person executes an instrument satisfactory to the Management Committee Managers accepting and adopting the terms and provisions of this Agreement, and (ciii) such Person person pays any reasonable expenses in connection with its his or her admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member (a "SUBSTITUTE MEMBER") only if (a) the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are metsuch transfer is permitted under SECTION 5.1, (b) such Person executes an a legally binding instrument satisfactory to the Management Committee accepting and adopting all of the terms and provisions of this Agreement, and (c) such Person pays any reasonable expenses actually incurred by the Company in connection with its the admission as of a new Member. The admission of a substitute Substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall ----------------------- have the right to become a substitute Member only if if: (ai) consent of the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are met, Members is given in accordance with Section 10.1; (bii) such Person person executes an instrument satisfactory to the Management Committee Members accepting and adopting the terms and provisions of this Agreement, ; and (ciii) such Person person pays any reasonable expenses (including, without limitation, reasonable attorneys' fees and costs) in connection with its admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will membership interest shall have the right to become a substitute Member only if (ai) consent of the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are metManager is given in accordance with Section 6.1, (bii) such Person person executes an instrument satisfactory to the Management Committee Manager accepting and adopting the terms and provisions of this Agreement, and (ciii) such Person person pays any reasonable expenses in connection with its his admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest membership interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (ai) the requirements of Sections 9.1 7.1 and 9.2 7.2 relating to unanimous consent of Members, securities and any securities or tax requirements of this Agreement hereof are met, (bii) such Person executes an instrument satisfactory to the Management Committee Manager accepting and adopting the terms and provisions of this Agreement, and (ciii) such Person pays any reasonable expenses in connection with its his admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will membership interest shall have the right to become a substitute Member only if (ai) the requirements consent of Sections 9.1 a majority interest of the Members and 9.2 the Managers is obtained, (ii) securities and any securities or tax requirements of this Agreement hereof are met, (biii) such Person person executes an instrument satisfactory to the Management Committee Managers accepting and adopting the terms and provisions of this Agreement, and (civ) such Person person pays any reasonable expenses in connection with its the person's admission as a new Member. The admission of a substitute Member will not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (a) the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement Section 8 are met, (b) the admission of such Person executes an instrument satisfactory as a substitute Member is unanimously approved by the Members, such Person agrees to the Management Committee accepting and adopting be bound by the terms and provisions of this Agreement, and (c) such Person pays any reasonable expenses in connection with its admission as a new substitute Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will membership interest shall have the right to become a substitute Member only if (ai) consent of the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are metManager is given in accordance with Section 6.1, (bii) such Person person executes an instrument satisfactory to the Management Committee Manager accepting and adopting the terms and provisions of this Agreement, and (ciii) such Person person pays any reasonable expenses in connection with its admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest membership interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (ai) consent of the requirements of Sections 9.1 and 9.2 and any securities or tax requirements of this Agreement are metMembers is given in accordance with Section 6.1, (bii) such Person substitute Member executes an instrument satisfactory to the Management Committee Members accepting and adopting the terms and provisions of this Agreement, and (ciii) such Person Substitute Member pays any reasonable expenses in connection with its admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.

Substitution of Members. A transferee of a Membership Interest will shall have the right to become a substitute Member only if (ai) the requirements of Sections 9.1 8.1 and 9.2 and any securities or tax requirements of this Agreement 8.2 hereof are met, (bii) such Person executes an instrument satisfactory to the Management Committee accepting a Joinder Agreement and adopting the terms and provisions provides a Consent of this AgreementSpouse, if applicable, and (ciii) such Person person pays any reasonable expenses in connection with its its, his or her admission as a new Member. The admission of a substitute Member will shall not result in the release of the Member who assigned the Membership Interest from any liability that such Member may have to the Company.