Amendments Affecting Members’ Economic Rights. Notwithstanding 12.1.1, no amendment to this Agreement shall increase any Commitment of any Common Unitholder or dilute the relative interest of any Member with respect to the other Members holding Units of the same class in the profits or capital of the Company or in allocations or distributions attributable to the ownership of such interest without the prior written consent of such Member, except such dilution as may result from additional Commitments from the Common Unitholders, the admission of Later-Closing Investors, or the issuance of Preferred Units pursuant to this Agreement. This 12.1.2 shall not be amended without the unanimous consent of all Members.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (TCW Spirit Direct Lending LLC), Limited Liability Company Agreement (TCW Star Direct Lending LLC), Limited Liability Company Agreement (TCW Direct Lending VIII LLC)
Amendments Affecting Members’ Economic Rights. Notwithstanding 12.1.1, no amendment to this Agreement shall increase any Commitment of any Common Unitholder or dilute the relative interest of any Member with respect to the other Members holding Units of the same class in the profits or capital of the Company or in allocations or distributions attributable to the ownership of such interest without the prior written consent of such Member, except such dilution as may result from additional Commitments from the Common Unitholders, the admission of Later-Closing Investors, or the issuance of Preferred Units pursuant to this AgreementAgreement or additional Commitments received by the Company in connection with and following any Reorganization. This 12.1.2 shall not be amended without the unanimous consent of all Members.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (TCW Direct Lending VII LLC), Limited Liability Company Agreement (TCW Direct Lending VII LLC), Limited Liability Company Agreement (TCW Direct Lending VII LLC)
Amendments Affecting Members’ Economic Rights. Notwithstanding 12.1.1, no No amendment to this Agreement shall increase any Commitment of any Common Unitholder or dilute the relative interest of any Member with respect to the other Members holding Units of the same class in the profits or capital of the Company or in allocations or distributions attributable to the ownership of such interest without the prior written consent of such Member, except such dilution as may result from additional Commitments from the Common Unitholders, the admission of Later-Closing Investors, or the issuance of Preferred Units pursuant to this Agreement. This 12.1.2 shall not be amended without the unanimous consent of all Members.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Senior Credit Investments, LLC), Limited Liability Company Agreement (Senior Credit Investments, LLC)
Amendments Affecting Members’ Economic Rights. Notwithstanding 12.1.1, no amendment to this Agreement shall increase any Commitment of any Common Unitholder or dilute the relative interest of any Member with respect to the other Members holding Units of the same class in the profits or capital of the Company or in allocations or distributions attributable to the ownership of such interest without the prior written consent of such Member, except such dilution as may result from additional Commitments from the Common Unitholders, the admission of Later-Closing Investors, Investors or the issuance of Preferred Units pursuant to this Agreement. This 12.1.2 shall not be amended without the unanimous consent of all Members.
Appears in 2 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (TCW Direct Lending LLC)
Amendments Affecting Members’ Economic Rights. Notwithstanding 12.1.1, no No amendment to this Agreement shall increase any Commitment of any Common Unitholder or dilute the relative interest of any Member with respect to the other Members holding Units of the same class in the profits or capital of the Company or in allocations or distributions attributable to the ownership of such interest without the prior written consent of such Member, except such dilution as may result from additional Commitments from the Common Unitholders, the admission of Laterlater-Closing Investors, or the issuance of Preferred Units pursuant to this Agreementclosing investors. This 12.1.2 paragraph (b) shall not be amended without the unanimous consent of all Members.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Kayne Anderson BDC, LLC)
Amendments Affecting Members’ Economic Rights. Notwithstanding 12.1.1, no No amendment to this Agreement shall increase any Commitment of any Common Unitholder Member or dilute the relative interest Interest of any Member with respect to the other Members holding Units Interests of the same class in the profits or capital of the Company or in allocations or distributions attributable to the ownership of such interest Interest without the prior written consent of such Member, except such dilution as may result from additional Commitments from the Common Unitholders, the admission of Later-Closing Investors, or the issuance of Preferred Units pursuant to this Agreement. This 12.1.2 13.1.2 shall not be amended without the unanimous consent of all Members.
Appears in 1 contract
Samples: Limited Liability Company Agreement (TCW Direct Lending LLC)
Amendments Affecting Members’ Economic Rights. Notwithstanding 12.1.1, no No amendment to this Agreement shall increase any Commitment of any Common Unitholder or dilute the relative interest of any Member with respect to the other Members holding Units of the same class in the profits or capital of the Company or in allocations or distributions attributable to the ownership of such interest without the prior written consent of such Member, except such dilution as may result from additional Commitments from the Common Unitholders, the admission of Later-Closing Investors, Investors or the issuance of Preferred Units pursuant to this Agreement. This 12.1.2 shall not be amended without the unanimous consent of all Members.
Appears in 1 contract
Samples: Limited Liability Company Agreement (TCW Direct Lending LLC)