Common use of Classes of Membership Interests Clause in Contracts

Classes of Membership Interests. As of the Effective Date and pursuant to this Agreement, the Membership Interests in the Company consist of Class A Units (the “Class A Units”) and Class B Units (the “Class B Units”). As of the Effective Date, after giving effect to the transactions set forth in Section 4.03(a) and in the Purchase Agreement, the Class A Units and the Class B Units shall be held by NEP Member in the amounts set forth in Section I of Exhibit A hereto. As of the Initial Closing Date, after giving effect to the transactions set forth in Section 4.03(b) and in the Purchase Agreement, the Class A Units and the Class B Units shall be held by NEP Member and Initial Investor in the respective amounts set forth in Section II of Exhibit A hereto. If there is an Additional Closing, then, as of the Additional Closing Date, after giving effect to the transactions set forth in Section 4.03(c) and in the Purchase Agreement, the Class A Units and the Class B Units shall be held by NEP Member and Initial Investor in the respective amounts to be set forth in Section III of Exhibit A hereto (as may be amended prior to the Additional Closing Date to reflect the assignment to any Affiliates of Initial Investor of the right to purchase any of the Additional Aggregate Class B Purchased Units in accordance with the Purchase Agreement). On and after the Effective Date, the Membership Interests represented by Class A Units and Class B Units will have the respective allocations, distributions, rights, powers, and preferences set forth in this Agreement.

Classes of Membership Interests. As of the Effective Date and pursuant to this Agreement, the Membership Interests in the Company consist of Class A Units (the “Class A Units”) and Class B Units (the “Class B Units”). As of the Effective Date, after giving effect to the transactions set forth in Section 4.03(a) and in the Purchase Agreement, all of the Class A Units and the Class B Units shall be held by NEP Member in the amounts set forth in Section I of Exhibit A heretoMember. As of the Initial Closing Date, after giving effect to the transactions set forth in Section 4.03(b) and in the Purchase Agreement, the Class A Units and the Class B Units shall be held by NEP Member and Initial Investor in the respective amounts set forth in Section II of Exhibit A hereto. If there is an Additional Closing, then, as of the Additional Closing Date, after giving effect to the transactions set forth in Section 4.03(c) and in the Purchase Agreement, all of the outstanding Class A Units and fifty percent (50%) of the outstanding Class B Units shall be held by NEP Member, and fifty percent (50%) of the outstanding Class B Units shall be held by the Initial Investor. As of the Additional Closing Date, after giving effect to the transactions set forth in Section 4.03(d) and in the Purchase Agreement, all of the outstanding Class A Units shall be held by NEP Member and all of the outstanding Class B Units shall be held by the Initial Investor in the respective amounts to be Investor, as set forth in Section III of Exhibit A hereto (as may be amended prior to the Additional Closing Date to reflect the any assignment by Initial Investor to any of its Affiliates of Initial Investor of the right to purchase any of the Additional Aggregate Class B Purchased Units in accordance with the Purchase Agreement). On and after the Effective Date, the Membership Interests represented by Class A Units and Class B Units will have the respective allocations, distributions, rights, powers, and preferences set forth in this Agreement.