Additional Members; Additional Units. (a) The Company is authorized to admit any Person as an additional member of the Company (each, an “Additional Member” and collectively, the “Additional Members”) or to issue additional Units to an existing Member. Each such Person shall be admitted as an Additional Member at the time such Person (i) executes a signature page, agreeing to be bound by this Agreement, and (ii) is designated as a Member (with a corresponding Percentage Interest) on an amended or supplemental Schedule A hereto. The Manager may issue Units to an existing Member or to an Additional Member in exchange for cash, property, or services or any combination thereof, at the sole discretion of the Manager. So as to be free from doubt, such new Additional Members, such additional Classes of Units or Units issued to existing Members shall (i) be entitled to such distributions pursuant to Article 8 and allocations pursuant to Article 9 of this Agreement as the Manager determines, including, without limitation, distributions and allocations that are senior to one or more Classes of Units outstanding at the time of the issuance of such Units and (ii) shall dilute the existing Members’ Percentage Interests proportionately.
Additional Members; Additional Units. (a) With the approval of the Board of Managers, the Company is authorized to admit any Person as an additional member of the Company (each, an “Additional Member” and collectively, the “Additional Members”) or to issue additional Units to an existing Member. Each such Person shall be admitted as an Additional Member at the time such Person (i) executes a signature page, agreeing to be bound by this Agreement, and (ii) is designated as a Member (with a corresponding Percentage Interest) on an amended or supplemental Schedule A hereto. The Board of Managers may issue Units to an existing Member or to an Additional Member in exchange for cash, property or services, including services performed for any Subsidiary or any combination thereof, at the sole discretion of the Board of Managers, provided that such issuances shall be at fair market value (as determined in the reasonable discretion of the Board of Managers). Upon issuance in accordance with this Section 5.4, such new Units shall be entitled to such distributions pursuant to Article 8 and allocations pursuant to Article 9 of this Agreement as the Board of Managers determines, including, without limitation, distributions and allocations that are senior to one or more classes of Units outstanding at the time of the issuance of such Units.
