Common use of Substituted Member Clause in Contracts

Substituted Member. In addition to the requirements of Section 10.1, the assignee of any Membership Interest in the Company may become a substituted Member in place of his or her assignor only upon the express written consent of the non-transferring Members, which consent may be withheld in the sole and absolute discretion of each non-transferring Member. If the written consent of the Members is received by the assignee, the assignee then will acquire the entire Membership Interest assigned, including without limitation, the Voting Interest held by the assignor Member. By executing this Agreement, each Member is deemed to have consented to any substitution of an assignee in the place of an assigning Member if permitted by the non-transferring Members. If the written consent is not received from the non-transferring Members, the purported assignee of a Membership Interest remains an unadmitted assignee and receives only the assignor’s Economic Interest therein and the assignor retains all other rights and interests attributable to the Membership Interest, including without limitation the Voting Interest.