Issuance of Additional Interests. The issuance of any additional Interests in the Company or the admission of any Additional Member into the Company; provided, however, that such a decision shall require the approval of all of the representatives present at a meeting of the Management Committee at which a quorum is present or Unanimous Written Consent;
Issuance of Additional Interests. Except as otherwise expressly provided in this Agreement, the Managing Member shall have the right to authorize and cause the Company to issue on such terms (including price) as may be determined by the Managing Member (i) subject to the limitations of Section 3.1, additional Equity Securities in the Company (including creating preferred interests or other classes or series of interests having such rights, preferences and privileges as determined by the Managing Member, which rights, preferences and privileges may be senior to the Units), and (ii) obligations, evidences of Indebtedness or other securities or interests convertible or exchangeable for Equity Securities in the Company; provided that, at any time following the date hereof, in each case the Company shall not issue Equity Securities in the Company to any Person unless such Person shall have executed a counterpart to this Agreement and all other documents, agreements or instruments deemed necessary or desirable in the reasonable discretion of the Managing Member. Upon such issuance and execution, such Person shall be admitted as a Member of the Company. In that event, the Managing Member shall update the Company’s books and records to reflect such additional issuances. Subject to Section 11.1, the Managing Member is hereby authorized to amend this Agreement to set forth the designations, preferences, rights, powers and duties of such additional Equity Securities in the Company, or such other amendments that the Managing Member determines to be otherwise necessary or appropriate in connection with the creation, authorization or issuance of, any class or series of Equity Securities in the Company pursuant to this Section 3.3(b); provided that, notwithstanding the foregoing, the Managing Member shall have the right to amend this Agreement as set forth in this sentence without the approval of any other Person (including any Member) and notwithstanding any other provision of this Agreement (including Section 11.1) if such amendment is necessary, and then only to the extent necessary, in order to consummate any offering of PubCo Shares or other Equity Securities of PubCo provided that the designations, preferences, rights, powers and duties of any such additional Equity Securities of the Company as set forth in such amendment are substantially similar to those applicable to such PubCo Shares or other Equity Securities of PubCo.
Issuance of Additional Interests. Subject to the unanimous consent of the Managers and the provisions of Section 9.04, the Company is authorized, in its sole discretion, to issue, for any Company purpose, at any time or from time to time, additional Interests to the Members or to other Persons for such consideration and on such terms and conditions as established by the Managers and as otherwise set forth herein. The Managers are authorized and directed to take all actions that they deem necessary or appropriate in connection with each issuance of Interests pursuant to this Section 9.08 and to amend this Agreement in any manner that it deems necessary or appropriate for each such issuance, to admit additional Members in connection therewith and specify the relative rights, powers and duties of the holders of the Interests so issued.
Issuance of Additional Interests. Additional Interests may be issued for such Capital Contributions and with such rights, privileges and preferences as shall be unanimously approved by the Members. If the issuance of additional Interests has been properly approved under this Section 2.6, the Persons to whom such additional Interests have been issued shall automatically be admitted to the Company as Members.
Issuance of Additional Interests. The Company is authorized to issue Interests to any Person at such prices per Interest as may be determined in good faith by the Managing Member and in exchange for contributions of cash or property, the provision of services or such other consideration (collectively, “Interest Consideration”) as may be determined by the Managing Member. The number of Interests issued to Members shall be reflected in the books and records of the Company, which shall be updated from time to time as required to reflect issuances of Interests to Additional Members, Transfers of Interests to Substitute Members, acquisition of additional Interests by Members, repurchase, redemption, forfeiture or cancellation of Interests and to reflect the cessation or withdrawal of Members. The number of Interests held by each Member shall not be affected by any (i) issuance by the Company of Interests to other Members or (ii) change in the Capital Account of such Member (other than such changes to reflect additional Interest Consideration from such Member in exchange for new Interests).
Issuance of Additional Interests. The General Partner is hereby authorized to cause the Partnership to issue Units in furtherance of its Mission Statement from time to time, and to admit such Persons as Partners for such consideration and on such terms and conditions as shall be established by the General Partner in accordance with Section 8 hereof. At the time of admission, each new Partner shall agree in writing to be bound by the terms of this Agreement and shall make such representations and warranties as the General Partner may require.
3.2.1. The issuance of any additional Units shall dilute the Percentage Interests of all Partners, pro rata, subject to Section 3.5.
3.2.2. In the event of a redemption of Units pursuant to Section 8, the Percentage Interests of the Partners (including the Partner with respect to which such redemption or forfeiture occurs, unless such redemption would otherwise have reduced such Partner’s Percentage Interest to zero) shall be adjusted pro rata, to reflect such redemption or forfeiture. Such adjustment shall be effected without the issuance of any Units.
Issuance of Additional Interests. If any Person receives an additional equity interest in the LLC, the Members shall share, pro rata, in any dilution resulting from the issuance of such Interest.
Issuance of Additional Interests. In case the Company at any time or from time to time after the date hereof shall issue or sell any Additional Interests (including Additional Interests deemed to be issued pursuant to Section 2.3 or 2.4) without consideration or for a consideration per unit less than the Current Market Price in effect immediately prior to such issue or sale, then, and in each such case, subject to Section 2.6, the Interest Quantity shall be increased, concurrently with such issue or sale, to an amount determined by multiplying the Interest Quantity by a fraction
(a) the numerator of which shall be the number of Interests outstanding immediately after such issue or sale, provided that, for the purposes of this Section 2.2.1, immediately after any Additional Interests are deemed to have been issued pursuant to Section 2.3 or 2.4, such Additional Interests shall be deemed to be outstanding, and
(b) the denominator of which shall be (i) the number of Interests outstanding immediately prior to such issue or sale plus (ii) the number of Interests which the aggregate consideration received by the Company for the total number of such Additional Interests so issued or sold would purchase at such Current Market Price.
Issuance of Additional Interests. Pledgor will not authorize the issuance by the Company of any additional interests in the Company unless concurrently with such issuance all such interests are made subject to the pledge hereunder.
Issuance of Additional Interests. Prior to Closing, the Initial Members shall cause the Company to issue the Additional Interests to the Additional Members as follows:
2.1.1 Prior to Closing, the Company and Initial Members shall cause the Additional Members to execute conversion agreements, in the form attached hereto as Exhibit 2.1.1, pursuant to which all optional phantom equity arrangements under the Incentive Plan will be converted into the Additional Interests (the “Conversion Agreements”).
2.1.2 The Company will not execute the Conversion Agreements, and such Conversion Agreements shall be of no force or effect, until confirmation from Purchaser that all of conditions in Article VIII of this Agreement have been satisfied or waived and the deliveries under Section 3.7.1(ii) and (iii) of this Agreement have been delivered to the Initial Members’ counsel in escrow, and Purchaser has confirmed that it has funds available to pay, and is prepared to pay, the Closing Payment and the Escrow Amount.
2.1.3 Upon the satisfaction of the conditions in Section 2.1.2, the Company will execute the Conversion Agreements and deliver such executed copies to the Additional Members.
