Common use of Issuance of Additional Units Clause in Contracts

Issuance of Additional Units. Additional Units may be authorized and issued by the Company upon such terms and conditions as may be approved by a Majority Vote of the Members. Upon the proposed issuance of any such additional Units, each existing Member shall have the preemptive right, but not the obligation, to purchase such portion of the newly issued Units as the ratio of the number of Units then held by such Member bears to the total number of Units held by Members and outstanding before the issuance of the new Units, together with such Member’s proportionate share of the other newly issued Units as to which other Members fail to exercise their preemptive rights. Each such new Member shall, as a condition precedent to admission to the Company as a Member, execute a counterpart of this Agreement and execute all necessary certificates and other documents and perform all acts in accordance with the Act to the full extent necessary to constitute such persons a Member and to preserve the status of the Company as a partnership for income tax purposes upon completion of such person’s admission.

Appears in 7 contracts

Samples: Operating Agreement (Chaparral CO2, L.L.C.), Operating Agreement (Chaparral CO2, L.L.C.), Operating Agreement (Chaparral CO2, L.L.C.)

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Issuance of Additional Units. Additional Units may be authorized and issued by the Company upon such terms and conditions as may be approved by a Majority Vote of the Members. Upon the proposed issuance of any such additional Units, each existing Member shall have the preemptive right, but not the obligation, to purchase such portion of the newly issued Units as the ratio of the number of Units then held by such Member bears to the total number of Units held by Members and outstanding Outstanding before the issuance of the new Units, together with such Member’s proportionate share of the other newly issued Units as to which other Members fail to exercise their preemptive rights. Each such new Member shall, as a condition precedent to admission to the Company as a Member, execute a counterpart of this Agreement and execute all necessary certificates and other documents and perform all acts in accordance with the Act to the full extent necessary to constitute such persons a Member and to preserve the status of the Company as a partnership for income tax purposes upon completion of such person’s admission.

Appears in 2 contracts

Samples: Merger Agreement (Chaparral Energy, Inc.), Merger Agreement (Edge Petroleum Corp)

Issuance of Additional Units. Additional Units may be authorized and issued by the Company Partnership upon such terms and conditions as may be approved by a Majority Vote of the MembersPartners. Upon the proposed issuance of any such additional Units, each existing Member Partner shall have the preemptive right, but not the obligation, to purchase such portion of the newly issued Units as the ratio of the number of Units then held by such Member Partner bears to the total number of Units held by Members Partners and outstanding before the issuance of the new Units, together with such MemberPartner’s proportionate share of the other newly issued Units as to which other Members Partners fail to exercise their preemptive rights. Each such new Member Partner shall, as a condition precedent to admission to the Company as a MemberPartnership, execute a counterpart of this Agreement and execute all necessary certificates and other documents and perform all acts in accordance with the Act to the full extent necessary to constitute such persons person a Member Partner and to preserve the status of the Company Partnership as a partnership for income tax purposes Partnership upon completion of such personPerson’s admission.

Appears in 1 contract

Samples: Limited Partnership Agreement (Chaparral CO2, L.L.C.)

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Issuance of Additional Units. Additional Units may be authorized and issued by the Company upon such terms and conditions as may be approved by a Majority Vote the unanimous vote of the Members. Upon the proposed issuance of any such additional Units, each existing Member shall have the preemptive right, but not the obligation, to purchase such portion of the newly issued Units as the ratio of the number of Units then held by such Member bears to the total number of Units held by Members and outstanding before the issuance of the new Units, together with such Member’s 's proportionate share of the other newly issued Units as to which other Members fail to exercise their preemptive rights. Each such new Member shall, as a condition precedent to admission to the Company as a Member, execute a counterpart of this Agreement and execute all necessary certificates and other documents and perform all acts in accordance with the Act to the full extent necessary to constitute such persons a Member and to preserve the status of the Company as a partnership for income tax purposes upon completion of such person’s 's admission.

Appears in 1 contract

Samples: Operating Agreement (Village at Oakwood LLC)

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