Common use of Authorization to Issue Interests Clause in Contracts

Authorization to Issue Interests. (a) The Company may issue Interests, and options, rights and warrants relating to Interests, for any Company purpose at any time and from time to time to such Persons for such consideration (which may be cash, property, services and/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 Economic Members. Each Interest shall have the rights and be governed by the provisions set forth in this Agreement. (b) All Interests issued pursuant to, and in accordance with the requirements of, this Article III shall be validly issued Interests in the Company, except to the extent otherwise provided in the Delaware Act or this Agreement. (c) In the event that the Company does not sell the maximum number of Interests stated in the Offering Document with respect to the Initial Offering, the Company shall, upon the final closing of the Initial Offering pursuant to the Intercompany Agreement, issue a number of Interests to the Managing Member equal to the aggregate number of Interests that remain unsold in the Initial Offering, as repayment in full of any and all obligations owing to the Managing Member in respect of advances made to acquire Assets and any true-up fees payable to the Managing Member. (d) The Company is authorized to issue the number of Interests equal to (i) the maximum number of Interests offered in the Initial Offering, plus (ii) the number of Interests issued pursuant to Section 6.04, plus (iii) the number of Interests which may be issued pursuant to the Intercompany Agreement plus (iv) the number of Interests which may be issued pursuant to the Asset Management Agreement.

Authorization to Issue Interests. (a) The Company may issue Interests, and options, rights and warrants relating to Interests, for any Company purpose at any time and from time to time to such Persons for such consideration (which may be cash, property, services and/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 Economic Members. Each Interest shall have the rights and be governed by the provisions set forth in this Agreement. (b) All Interests issued pursuant to, and in accordance with the requirements of, this Article III shall be validly issued Interests in the Company, except to the extent otherwise provided in the Delaware Act or this Agreement. (c) In the event that the Company does not sell the maximum number of Interests stated in the Offering Document with respect to the Initial Offering, the Company shall, upon the final closing of the Initial Offering pursuant to the Intercompany Agreement, issue a number of Interests to the Managing Member equal to the aggregate number of Interests that remain unsold in the Initial Offering, as repayment in full of any and all obligations owing to the Managing Member in respect of advances made to acquire Assets and any true-up fees payable to the Managing Member. (d) The Company is authorized to issue the number of Interests equal to (i) the maximum number of Interests offered in the Initial Offering, plus (ii) the number of Interests issued pursuant to Section 6.04, 6.04 plus (iii) the number of Interests which may be issued pursuant to the Intercompany Agreement plus (iv) the number of Interests which may be issued pursuant to the Asset Management Agreement.