of the UCC, and the addition of pre-consents to the admission of Lenders as members/
partners, we expect that, in the next few years, standardized versions of these provisions
will become part of the boilerplate wording for operating agreements and other governing
documents of Pass-Through Entities.
Endnote
1. With respect to certain classes of collateral, UCC anti-assignment overrides can
dispense with limitations on the grant and/or enforcement of a security interest. The
term “UCC anti-assignment overrides” in this context refers to sections 9-406 and
9-408 of the applicable UCC. The effect of UCC anti-assignment overrides on the
grant of a security interest in an equity interest would need to be reviewed on a caseby-case basis and involves an analysis of both the laws governing the formation of
the corporate entities and the UCC.
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