Common use of Authorization to Issue Class A Shares Clause in Contracts

Authorization to Issue Class A Shares. (a) The Company may issue Class A Shares, Class B Shares or other class of securities, and options, rights and warrants relating to such securities, for any Company or Series purpose at any time and from time to time to such Persons for such consideration (which may be cash, property, services or any other lawful consideration) or for no consideration and on such terms and conditions as the Managing Member shall determine, all without the approval of the Series Members; provided no such issuance shall be made if the holder of the applicable security will have rights superior to those of the Class A Members of any Series without the Majority Vote of such Class A Members. Each Class A Share shall have the rights and be governed by the provisions set forth in this Agreement (including any Series Designation). (b) Subject to Section 6.3(a)(i), and unless otherwise provided in the applicable Series Designation, the Company is authorized to issue in respect of each Series an unlimited number of Class A Shares. All Class A Shares issued pursuant to, and in accordance with the requirements of, this Article III shall be validly issued Class A Shares in the Company, except to the extent otherwise provided in the Delaware Act or this Agreement (including any Series Designation). (c) The Managing Member may issue Class A Shares in a Subsequent Offering to raise funds to pay down or off an Extraordinary Loan of a Series or to otherwise fund Extraordinary Expenses of such Series all on such terms as the Managing Member determines to be prudent. Such Class A Shares shall be offered first for a fifteen day period to the existing Class A Members of the Series in proportion to their Series Class A Shares, and if there are any unsubscribed Class A Shares, the Managing Member may offer them for an additional ten day period to the Class A Members subscribing for their proportionate share of the Class A Shares to be issued, or in such other manner as the Managing Member deems fair and equitable. After such ten day period, any remaining Class A Shares may be offered to third parties, including any aShareX Party, provided if the terms are more favorable to such parties than those offered initially to the Class A Members, such unsubscribed shares must first be offered to the Class A Members pursuant to the procedures set forth in this subsection (c).

Authorization to Issue Class A Shares. (a) The Company may issue Class A Shares, Class B Shares or other class of securities, and options, rights and warrants relating to such securities, for any Company or Series purpose at any time and from time to time to such Persons for such consideration (which may be cash, property, services or any other lawful consideration) or for no consideration and on such terms and conditions as the Managing Member shall determine, all without the approval of the Series Members; provided no such issuance shall be made if the holder of the applicable security will have rights superior to those of the Class A Members of any Series without unless the Majority Vote of such Class A MembersMembers are given the right to purchase the applicable security pursuant to Section 3.4(c). Each Class A Share shall have the rights and be governed by the provisions set forth in this Agreement (including any Series Designation). (b) Subject to Section 6.3(a)(i), and unless otherwise provided in the applicable Series Designation, the Company is authorized to issue in respect of each Series an unlimited number of Class A Shares. All Class A Shares issued pursuant to, and in accordance with the requirements of, this Article III shall be validly issued Class A Shares in the Company, except to the extent otherwise provided in the Delaware Act or this Agreement (including any Series Designation). (c) The Managing Member may issue Class A Shares or other securities in a Subsequent Offering to raise funds to pay down or off an Extraordinary Loan of a Series or to otherwise fund Extraordinary Expenses of such Series all on such terms as the Managing Member determines to be prudent. Such Class A Shares or securities shall be offered first for a fifteen day period to the existing Class A Members of the Series in proportion to their Series Class A Shares, and if there are any unsubscribed Class A SharesShares or securities, the Managing Member may offer them for an additional ten day period to the Class A Members subscribing for their proportionate share of the Class A Shares or securities to be issued, or in such other manner as the Managing Member deems fair and equitable. After such ten day period, any remaining Class A Shares or securities may be offered to third parties, including any aShareX Party, provided if the terms are more favorable to such parties than those offered initially to the Class A Members, such unsubscribed shares or securities must first be offered to the Class A Members pursuant to the procedures set forth in this subsection (c).

Authorization to Issue Class A Shares. (a) The Company may issue Class A Shares, Class B Shares or other class of securities, and options, rights and warrants relating to such securities, for any Company or Series purpose at any time and from time to time to such Persons for such consideration (which may be cash, property, services or any other lawful consideration) or for no consideration and on such terms and conditions as the Managing Member shall determine, all without the approval of the Series Members; provided no such issuance shall be made if the holder of the applicable security will have rights superior to those of the Class A Members of any Series without with the Majority Vote of such Class A Members. Each Class A Share share shall have the rights and be governed by the provisions set forth in this Agreement (including any Series Designation). (b) Subject to Section 6.3(a)(i), and unless otherwise provided in the applicable Series Designation, the Company is authorized to issue in respect of each Series an unlimited number of Class A Shares. All Class A Shares issued pursuant to, and in accordance with the requirements of, this Article III shall be validly issued Class A Shares in the Company, except to the extent otherwise provided in the Delaware Act or this Agreement (including any Series Designation). (c) The Managing Member may issue Class A Shares in a Subsequent Offering to raise funds to pay down or off an Extraordinary Loan of a Series or to otherwise fund Extraordinary Expenses of such Series all on such terms as the Managing Member determines to be prudent. Such Class A Shares shall be offered first for a fifteen day period to the existing Class A Members of the Series in proportion to their Series Class A Shares, and if there are any unsubscribed Class A Shares, the Managing Member may offer them for an additional ten day period to the Class A Members subscribing for their proportionate share of the Class A Shares to be issued, or in such other manner as the Managing Member deems fair and equitable. After such ten day period, any remaining Class A Shares may be offered to third parties, including any aShareX Party, provided if the terms are more favorable to such parties than those offered initially to the Class A Members, such unsubscribed shares must first be offered to the Class A Members pursuant to the procedures set forth in this subsection (c).