Substituted Members. (a) No Member shall have the right to substitute a transferee as a Member in his or her place with respect to any Units or other Equity Interests in the Company so Transferred (including any transferee permitted by Section 8.1) unless (i) such Transfer is made in compliance with the terms of this Agreement and any other agreements with the Company or other Members to which such transferor Member is a party and (ii) such transferee assumes, by written instrument satisfactory to the Company pursuant to Section 8.l(b)(ix) above, all the rights and powers and is subject to all the restrictions and liabilities that were applicable to the transferor by virtue of the transferor’s ownership of the Units or other Equity Interests in the Company being Transferred.
Appears in 10 contracts
Samples: Limited Liability Company Operating Agreement (National CineMedia, Inc.), Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement (Amc Entertainment Inc)
Substituted Members. (a) No Member shall have the right to substitute a transferee as a Member in his or her place with respect to any Units or other Equity Interests in the Company so Transferred (including any transferee permitted by Section 8.1) unless (i) such Transfer is made in compliance with the terms of this Agreement and any other agreements with the Company or other Members to which such transferor Member is a party and (ii) such transferee assumesassumes and agrees to be bound, by written instrument satisfactory to the Company Board pursuant to Section 8.l(b)(ix) above8.l(b)(viii), all the rights and powers and is subject to all the restrictions rights, powers, restrictions, duties and liabilities that were applicable to the transferor by virtue of the transferor’s ownership of the Units or other Equity Interests in the Company being Transferred.
Appears in 9 contracts
Samples: Limited Liability Company Agreement (New Mountain Finance AIV Holdings Corp), Limited Liability Company Agreement (New Mountain Finance AIV Holdings Corp), Limited Liability Company Agreement (New Mountain Finance Holdings, L.L.C.)
Substituted Members. (a) No Member shall have the right to substitute a transferee as a Member in his or her place with respect to any Units or other Equity Interests in the Company so Transferred (including any transferee permitted by Section 8.1) unless (i) such Transfer is made in compliance with the terms of this Agreement and any other agreements with the Company or other Members to which such transferor Member is a party and (ii) such transferee assumesassumes and agrees to be bound, by written instrument satisfactory to the Company Manager pursuant to Section 8.l(b)(ix) above8.l(b)(viii), all the rights and powers and is subject to all the restrictions rights, powers, restrictions, duties and liabilities that were applicable to the transferor by virtue of the transferor’s 's ownership of the Units or other Equity Interests in the Company being Transferred.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Cloud Peak Energy Inc.), Limited Liability Company Agreement (Cloud Peak Energy Inc.)
Substituted Members. (a) No Member shall have the right to substitute a transferee as a Member in his or her place with respect to any Units or other Equity Interests in the Company so Transferred (including any transferee permitted by Section 8.1) unless (i) such Transfer is made in compliance with the terms of this Agreement and any other agreements with the Company or other Members to which such transferor Member is a party and (ii) such transferee assumes, by operation of law or by written instrument satisfactory to the Company pursuant to Section 8.l(b)(ix) above, all the rights and powers and is subject to all the restrictions and liabilities that were applicable to the transferor by virtue of the transferor’s ownership of the Units or other Equity Interests in the Company being Transferred.
Appears in 1 contract
Samples: Limited Liability Company Operating Agreement (Regal Entertainment Group)
Substituted Members. (a) No Member shall have the right to substitute a transferee as a Member in his or her place with respect to any Units or other Equity Interests in the Company so Transferred (including any transferee permitted by Section 8.1) unless (i) such Transfer is made in compliance with the terms of this Agreement and any other agreements with the Company or other Members to which such transferor Member is a party and (ii) such transferee assumesassumes and agrees to be bound, by written instrument satisfactory to the Company Manager pursuant to Section 8.l(b)(ix) above8.l(b)(viii), all the rights and powers and is subject to all the restrictions rights, powers, restrictions, duties and liabilities that were applicable to the transferor by virtue of the transferor’s ownership of the Units or other Equity Interests in the Company being Transferred.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Cloud Peak Energy Inc.)