Common use of Creation of Additional Membership Interest Clause in Contracts

Creation of Additional Membership Interest. Additional Membership Interests may be created and issued to existing Members or to other Persons, and such other Persons may be admitted to the Company as Members, with the consent of an Unanimous Interest, on such terms and conditions as an Unanimous Interest may determine at the time of admission. The terms of admission or issuance must specify the Sharing Ratios applicable thereto and may provide for the creation of different classes or groups of Members having different rights, powers, and duties. Any such admission is effective only after the new Member has executed and delivered to the Members an instrument containing the notice address of the new Member, the Assignee’s ratification of this Agreement and agreement to be bound by it, and its confirmation that the representations and warranties in Section 3.02 are true and correct with respect to it. The provisions of this Section 3.04 shall not apply to Dispositions of Membership Interests or admissions of Assignees in connection therewith, such matters being governed by Sections 3.03(a) and (b).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Duke Energy Corp)

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Creation of Additional Membership Interest. Additional Membership Interests may be created and issued to existing Members or to other Persons, and such other Persons may be admitted to the Company as Members, with the consent of an Unanimous Ultramajority Interest, on such terms and conditions as an Unanimous Ultramajority Interest may determine at the time of admission. The terms of admission or issuance must specify the Sharing Ratios applicable thereto and may provide for the creation of different classes or groups of Members having different rights, powers, and duties. Any such admission is effective only after the new Member has executed and delivered to the Members an instrument containing the notice address of the new Member, the Assignee’s ratification of this Agreement and agreement to be bound by it, and its confirmation that the representations and warranties in Section 3.02 are true and correct with respect to it. The provisions of this Section 3.04 shall not apply to Dispositions of Membership Interests or admissions of Assignees in connection therewith, such matters being governed by Sections 3.03(a) and (b).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Spectra Energy Partners, LP)

Creation of Additional Membership Interest. Additional Membership Interests may be created and issued to existing Members or to other Persons, and such other Persons may be admitted to the Company as Members, with the consent of an Unanimous Interestthe Management Committee (which consent may be granted or withheld in the Sole Discretion of each Representative), on such terms and conditions as an Unanimous Interest the Management Committee may determine at the time of admission. The terms of admission or issuance must specify the Sharing Ratios applicable thereto and may provide for the creation of different classes or groups of Members having different rights, powers, and duties. The Managing Member may reflect the creation of any new class or group in an amendment to this Agreement indicating the different rights, powers, and duties, and such an amendment need be executed only by the Managing Member. Any such admission is effective only after the new Member has executed and delivered to the Members an instrument containing the notice address of the new Member, the Assignee’s 's ratification of this Agreement and agreement to be bound by it, and its confirmation that the representations Exhibit No. 10.45 and warranties in Section 3.02 are true and correct with respect to it. The provisions of this Section 3.04 shall not apply to Dispositions of Membership Interests or admissions of Assignees in connection therewith, such matters being governed by Sections 3.03(a) and (b)Section 3.03.

Appears in 1 contract

Samples: Confidentiality Agreement (Bank Plus Corp)

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Creation of Additional Membership Interest. With the consent of an Ultramajority Interest, (a) Additional Membership Interests may be created and issued to existing Members or to other PersonsPersons (with existing Members having a preemptive right to purchase Additional Membership Interests prior to such interests being sold to third-party(ies) so that the existing Members can maintain their Sharing Ratios), and (b) such other Persons may be admitted to the Company as Members, with the consent of an Unanimous Interest, in each case on such terms and conditions as an Unanimous Ultramajority Interest may determine at the time of admissiondetermine. The terms of admission or issuance must specify the Sharing Ratios applicable thereto and may provide for the creation of different classes or groups of Members having different rights, powers, and duties. Any such admission is effective only after the new Member has executed and delivered to the Members an instrument containing the notice address of the new Member, the Assignee’s ratification of this Agreement and agreement to be bound by it, and its confirmation that the representations and warranties in Section 3.02 are true and correct with respect to it. The provisions of this Section 3.04 shall not apply to Dispositions of Membership Interests or admissions of Assignees in connection therewith, such matters being governed by Sections 3.03(a) and (b).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Piedmont Natural Gas Co Inc)

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