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DocuSign Envelope ID:CCABACD4-6EDA-474F-A230-6C6849695834 <br /> Member (i) by inter vivos gift or by testamentary transfer to any spouse, parent, sibling, in-law, <br /> child or grandchild of the Member, or to a trust for the benefit of the Member or such spouse, <br /> parent, sibling, in-law, child or grandchild of the Member, or (ii) to any Affiliate of the Member. <br /> Such transfers shall be subject to payment of an administrative transfer fee according to a schedule <br /> prepared by the Manager. <br /> 7.5 Effective Date of Permitted Transfers. Any permitted transfer of all or any portion <br /> of a Membership Interest shall be effective as of the date provided in Section 6.5 hereof following <br /> the date upon which the requirements of Sections 7.1, 7.2 and 7.3 hereof have been met. Any <br /> transferee of a Membership Interest shall take subject to the restrictions on transfer imposed by <br /> this Agreement. <br /> 7.6 Rights of Legal Representatives. If a Member who is an individual dies or is <br /> adjudged by a court of competent jurisdiction to be incompetent to manage the Member's person <br /> or property, the Member's executor, administrator, guardian, conservator, or other legal <br /> representative may exercise all of the Member's rights for the purpose of settling the Member's <br /> estate or administering the Member's property, including any power the Member has under the <br /> Articles or this Agreement to give an assignee the right to become a Member. If a Member is a <br /> corporation, trust, or other entity and is dissolved or terminated, the powers of that Member may <br /> be exercised by his or her legal representative or successor. <br /> 7.7 No Effect to Transfers in Violation of Agreement. Upon any transfer of a <br /> Membership Interest in violation of this Article VII, the transferee shall have no right to vote or <br /> participate in the management of the business,property, and affairs of Company or to exercise any <br /> rights of a Member. Such transferee shall only be entitled to become an Economic Interest Owner <br /> and thereafter shall only receive the share of one or more of Company's Net Profits, Net Losses, <br /> and distributions of Company's assets to which the transferor of such Economic Interest would <br /> otherwise be entitled. Notwithstanding the immediately preceding sentences, if, in the <br /> determination of the Manager, a transfer in violation of this Article VII would cause the <br /> termination of Company under the Code, in the sole discretion of the Manager, the transfer shall <br /> be null and void and the purported transferee shall not become either a Member or an Economic <br /> Interest Owner. <br /> Upon and contemporaneously with any transfer, assignment, conveyance or sale (whether <br /> arising out of an attempted charge upon that Member's Economic Interest by judicial process, a <br /> foreclosure by a creditor of the Member or otherwise) of a Member's Economic Interest which <br /> does not at the same time transfer the balance of the rights associated with the Membership Interest <br /> transferred by the Member (including, without limitation, the rights of the Member to vote or <br /> participate in the management of the business, property and affairs of Company), Company shall <br /> purchase from the Member, and the Member shall sell to Company for a purchase price of$1.00, <br /> 16 <br />