Common use of Conversion to Limited Partnership Clause in Contracts

Conversion to Limited Partnership. Without limiting the generality of the foregoing, the Board may at any time, if the Board deems it in the best interests of the LLC and/or its Unitholders, effect a conversion of the LLC into a limited partnership pursuant to §18-216 of the Delaware Act (or any successor section thereto) provided that no Person that is a Unitholder immediately prior to such conversion shall be a general partner of such limited partnership without such Person’s prior written consent which may be granted or withheld in such Person’s sole discretion. It is the intent of the Unitholders that the possibility of a conversion of the LLC into a limited partnership is part of the Unitholders’ original investment decision with respect to their respective Units. No Unitholder shall have the right or power to veto, vote for or against, amend, modify or delay any such conversion. Further, each Unitholder shall execute and deliver any documents and instruments and perform any additional acts that may be necessary or appropriate, as determined by the Board, to effectuate and perform any such conversion.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Emmis Communications Corp), Limited Liability Company Agreement (Emmis Communications Corp)

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Conversion to Limited Partnership. Without limiting the generality of the foregoing, the Board may at any time, if the Board deems it in the best interests of the LLC Company and/or its Unitholders, effect a conversion of the LLC Company into a limited partnership pursuant to §18-216 18‑216 of the Delaware Act (or any successor section thereto) provided that no Person that is a Unitholder immediately prior to such conversion shall be a general partner of such limited partnership without such Person’s 's prior written consent which may be granted or withheld in such Person’s 's sole discretion. It is the intent of the Unitholders that the possibility of a conversion of the LLC Company into a limited partnership is part of the Unitholders' original investment decision with respect to their respective Units. No Unitholder shall have the right or power to veto, vote for or against, amend, modify or delay any such conversion. Further, each Unitholder shall execute and deliver any documents and instruments and perform any additional acts that may be necessary or appropriate, as determined by the Board, to effectuate and perform any such conversion.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Cable One, Inc.)

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Conversion to Limited Partnership. Without limiting the generality of the foregoing, the Board may at any time, if the Board deems it in the best interests of the LLC Company and/or its Unitholders, effect a conversion of the LLC Company into a limited partnership pursuant to §18-216 of the Delaware Act (or any successor section thereto) provided that no Person that is a Unitholder immediately prior to such conversion shall be a general partner of such limited partnership without such Person’s 's prior written consent which may be granted or withheld in such Person’s 's sole discretion. It is the intent of the Unitholders that the possibility of a conversion of the LLC Company into a limited partnership is part of the Unitholders' original investment decision with respect to their respective Units. No Unitholder shall have the right or power to veto, vote for or against, amend, modify or delay any such conversion. Further, each Unitholder shall execute and deliver any documents and instruments and perform any additional acts that may be necessary or appropriate, as determined by the Board, to effectuate and perform any such conversion.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Cable One, Inc.)

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