Common use of Admissions, Withdrawals and Removals Clause in Contracts

Admissions, Withdrawals and Removals. No Person shall be admitted to the Company as a Member, except in accordance with Section 3.1(c) (with respect to Persons receiving Membership Interests directly from the Company), and Section 7.7 (with respect to Persons receiving Membership Interests from a Member or Assignee). No Member shall be removed or entitled to withdraw from being a Member of the Company, except in accordance with Section 7.8 or Section 7.9 or pursuant to any separate agreement with the Company. Except as otherwise provided in this Agreement, no admission, withdrawal or removal of a Member shall cause the dissolution of the Company. Any purported admission, withdrawal or removal which is not in accordance with this Agreement shall be null and void.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Enpro Industries, Inc), Securities Purchase Agreement (Enpro Industries, Inc)

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Admissions, Withdrawals and Removals. No Person shall be admitted to the Company as a Member, Member except in accordance with Section 3.1(c) 2.5 (with respect to in the case of Persons receiving Membership Interests obtaining an Interest directly from the Company), and ) or Section 7.7 6.6 (with respect to Persons receiving Membership Interests in the case of transferees of a permitted Transfer of an Interest from a Member or Assigneeanother Person). No Member shall be removed or entitled to retire or withdraw from being a Member of the CompanyCompany except (a) in accordance with Section 6.7, or (b) with the consent of each other Member, which consent may be given or withheld in each such Member’s sole and absolute discretion. No Member shall be subject to removal except in accordance with Section 7.8 Sections 2.3.7 or Section 7.9 or pursuant to any separate agreement with the Company6.2. Except as otherwise provided in this Agreement, no No admission, withdrawal or removal of a Member shall cause the dissolution of the Company. Any purported admission, withdrawal or removal which is not in accordance with this Agreement shall be null and void.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Sentio Healthcare Properties Inc), Limited Liability Company Agreement (Sentio Healthcare Properties Inc)

Admissions, Withdrawals and Removals. No Person shall be admitted to the Company as a Member, Member except in accordance with Section 3.1(c) (with respect to Persons receiving Membership Interests directly from the Company), and 3.2 or Section 7.7 (with respect to Persons receiving Membership Interests from a Member or Assignee)8.5. No Member shall be removed or entitled to retire or withdraw from being a Member of the Company, nor shall any Member be removed from the Company, except in accordance with Section 7.8 or Section 7.9 or pursuant to any separate agreement with the Company8.1. Except as otherwise provided in this Agreement, no No admission, withdrawal withdrawal, removal or removal redemption of a Member shall shall, in and of itself, cause the dissolution of the Company. Any purported admission, withdrawal withdrawal, removal or removal redemption which is not in accordance with this Agreement shall be null and void.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Falcon's Beyond Global, Inc.), Limited Liability Company Agreement (Falcon's Beyond Global, Inc.)

Admissions, Withdrawals and Removals. No Person shall be admitted to the Company as a Member, Member except in accordance with Section 3.1(c) 3.4 (with respect to in the case of Persons receiving Membership Interests obtaining Units directly from the Company), and ) or Section 7.7 7.6 (with respect to Persons receiving Membership Interests in the case of transferees of a permitted Transfer of Units from a Member or Assigneeanother Person). No Member shall be removed or entitled to retire or withdraw from being a Member of the Company, Company except (a) in accordance with Section 7.8 7.7, or Section 7.9 or pursuant to any separate agreement (b) with the Companyconsent of the Board. Except as otherwise provided in this Agreement, no No admission, withdrawal or removal of a Member shall cause the dissolution of the Company. Any purported admission, withdrawal or removal which is not in accordance with this Agreement shall be null and void.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (American Healthcare REIT, Inc.), Limited Liability Company Agreement (Griffin-American Healthcare REIT III, Inc.)

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Admissions, Withdrawals and Removals. No Person shall be admitted to the Company as a Member, except in accordance with Section 3.1(c) 3.2 (with respect to Persons receiving Membership Interests directly from the Company), ) and Section 7.7 8.5 (with respect to Persons receiving Membership Interests from a Member or AssigneeMember). No Member shall be removed or entitled to withdraw from being a Member of the Company, Company except in accordance with Section 7.8 or Section 7.9 or pursuant to any separate agreement with the Companywritten consent of the Manager. Except as otherwise provided in this AgreementSection 9.2(c), no admission, withdrawal or removal of a Member shall cause the dissolution of the Company. Any purported admission, withdrawal or removal which is not in accordance with this Agreement shall be null and void.

Appears in 1 contract

Samples: Operating Agreement (Kb Home)

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