Section 12Part 3 — LLC Agreement
Right of assignee to become a member
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An assignee of all or part of a LLC interest may become a member in respect of the assigned LLC interest —
if permitted in the LLC agreement and in accordance with the terms of the LLC agreement; or
with the approval of all of the members of the limited liability company.
An assignee who has become a member has, to the extent assigned and transferred, the rights and powers, and is subject to the restrictions and liabi lities, of a member contained in the LLC agreement, this Act and any other applicable law.
Notwithstanding subsection (2), unless otherwise provided in a LLC agreement or in an agreement between the limited liability company and the assignee, an assign ee that becomes a member in respect of all or part of a LLC interest —
is liable for the obligations of the assignor to make contributions as provided for in section 21(1)(a) and
in respect of the LLC interest (or part thereof) so transferred; and ( b ) is not liable for any other obligations of the assignor incurred before the assignee is admitted unless otherwise agreed in writing by the assignor and assignee.
Whether or not an assignee of a LLC interest becomes a member, the assignor is not rel eased from liability to a limited liability company under sections 21(1)(c) and 25(2).