Additional and Substitute Members. The Company may admit additional or substitute Members upon an affirmative vote of a majority of the outstanding Membership Interests. The Manager will not permit any Person to become a Member until such Person has agreed to be bound by all the provisions of this Agreement as of the date of the proposed admission.
Additional and Substitute Members. The Company may admit additional or substitute Members with the sole approval of the Manager. Except as set forth herein, the Manager may withhold approval of the admission of any Person for any or no reason. The Manager will not permit any person to become a member until such person has agreed to be bound by all the provisions of this Operating Agreement as amended as of the date of the proposed admission, and the terms of the Offering Circular, and has delivered to the Company a completed Subscription Agreement along with payment in the amount of such investment.
Additional and Substitute Members. The Company may admit additional or substitute Members with the sole approval of the Manager. Except as set forth herein, the Manager may withhold approval of the admission of any Person for any or no reason. The Manager may withhold its consent to the admission of any Person as a Member for any reason, including when it determines in its reasonable discretion that such admission could: (i) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, (ii) cause such Persons holding to be in excess of the Aggregate Ownership Limit, (iii) in any trailing 12-month period, cause the Persons’ investment in all Membership Interests (of all Series in the aggregate) to exceed such limitations disqualifying them as a Qualified Purchaser, (iv) could adversely affect the Company or a Series or subject the Company, a Series, the Manager or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company, or subject the Company, any Series, the Manager or any of their respective Affiliates to any tax to which it would not otherwise be subject, (v) cause the Company to be required to register as an investment company under the Investment Company Act, (vi) cause the Manager or any of its Affiliates being required to register under the Investment Advisers Act, (vii) cause the assets of the Company or any Series to be treated as plan assets as defined in Section 3(42) of ERISA, or (viii) result in a loss of (a) partnership status by the Company for US federal income tax purposes or the termination of the Company for US federal income tax purposes or (b) corporation taxable as an association status for US federal income tax purposes of any Series or termination of any Series for US federal income tax purposes. A Person may become a Record Holder without the consent or approval of any of the Members. A Person may not become a Member without acquiring an Interest. The Manager will not permit any person to become a Member of a Series until such person has agreed to be bound by all the provisions of this Agreement, as amended as of the date of the proposed admission, including any addendums, the terms of the Memorandum, and has delivered to the Manager a completed ...
Additional and Substitute Members. The LLC may admit additional or substitute Members with the sole approval of the Manager. Except as set forth herein, the Manager may withhold approval of the admission of any Person for any or no reason. The Manager will not permit any person to become a member until such person has agreed to be bound by all the provisions of this Operating Agreement as amended as of the date of the proposed admission, and the terms of the Memorandum, and has delivered to the LLC a completed Subscription Agreement along with a check or bank wire transfer in the amount of such investment.
Additional and Substitute Members. ..24 Section 8.1 Admission of New Members .....................................24 Section 8.2 Allocations to New Members ...................................24
Additional and Substitute Members. The Company may admit additional or substitute Members upon the approval of a majority of Members. A Member may withhold approval of the admission of any Person for any or no reason.
Additional and Substitute Members. The LLC may admit additional or substitute Members, or increase the amount of the Offering, with the sole approval of the Manager. Except as set forth herein, the Manager may withhold approval of the admission of any person for any or no reason. The Manager will not permit any person to become a member until such person has agreed to be bound by all the provisions of this Operating Agreement as amended as of the date of the proposed admission, and the terms of the Amended and Restated Private Placement Memorandum, and has delivered to the LLC a completed Subscription Agreement along with a check in the amount of such investment.
Additional and Substitute Members. REMOVAL OF MEMBERS 19 12.1 Admission of Additional Members and Substitute Members 19 12.2 Allocations to Additional Members and Substitute Members 19 ARTICLE XII DISSOLUTION AND TERMINATION 19 13.1 Dissolution 19 13.2 Effect of Filing of Certificate of Cancellation 19 13.3 Distribution of Assets Upon Dissolution 19 13.4 Winding Up 19 13.5 Filing of Certificate of Cancellation 20 ARTICLE XIV MISCELLANEOUS PROVISIONS 20 14.1 Notices 20 14.2 Application of Delaware Law 20 14.3 Waiver of Action for Partition 20 14.4 Amendments 20 14.5 Execution of Additional Instruments 20 14.6 Construction 20 14.7 Attorneys' Fees 21 14.8 Headings 21 14.9 Waivers 21 14.10 Rights and Remedies Cumulative 21 14.11 Severability 21 14.12 Heirs, Successors and Assigns 21 14.13 Creditors 21 14.14 Counterparts 21 14.15 No Third Party Beneficiaries 21 14.16 Fees and Commissions 21
Additional and Substitute Members. 30. 13.1 Admission of Additional Members and Substitute Members....... 30. 13.2 Allocations to Additional Members and Substitute Members..... 30.
Additional and Substitute Members. From the date of the formation of the Company, any Person may become a Member of the Company, subject to the terms and conditions of this Agreement, provided such Person: (a) is acceptable to the Manager and acquires new Interests for such consideration as the Manager shall determine, in his sole discretion, is adequate (an “Addition al Member”); or (b) is a transferee of a Member’s Interest, or any portion thereof, subject to the terms and conditions of this Agreement (a “Substitute Member”). Additional Members and Substitute Members shall not be entitled to any retroactive allocation of losses, income, or expense deductions incurred by the Company. The Manager may, at his option, at the time an Additional Member or a Substitute Member is admitted, close the Company books (as though the Company’s tax year had ended) or make pro rata allocations of loss, income, and expense deductions to an Additional Member or a Substitute Member for that portion of the Company’s tax year in which an Additional Member or a Substitute Member was admitted.
