Common use of Issuances to the Managing Member Clause in Contracts

Issuances to the Managing Member. No additional Units shall be issued to the Managing Member unless: (i) The additional Units are issued to all Members holding Common Units in proportion to their respective Percentage Interests in the Common Units; (ii) The additional Units are (x) Class A Common Units issued in connection with an issuance of Class A Common Stock or issued with appropriate adjustments to the Exchange Rate in accordance with Section 12.4, (y) Class B Common Units issued in connection with an issuance of Class B Common Stock, or (z) Equivalent Units (other than Common Units) issued in connection with an issuance of Preferred Stock, New Securities, or other interests in the Managing Member (other than Common Stock), and, in each case, the Managing Member contributes to the Company the net proceeds received in connection with the issuance of such Common Stock, Preferred Stock, New Securities, or other interests in the Managing Member; (iii) There is a recapitalization of the stock of the Managing Member; (iv) The additional Units are issued upon the conversion, redemption or exchange of Debt, Units or other securities issued by the Company; or (v) The additional Units are issued in accordance with the express terms of the other provisions of this Article II.

Issuances to the Managing Member. No additional Company Units shall be issued to the Managing Member unless: unless (i) The the additional Company Units are issued to all Members holding Company Common Units in proportion to their respective Percentage Interests in the Company Common Units; , (ii) The (A) the additional Company Units are (x) Company Class A Common Units issued in connection with an issuance of Class A Common Stock or issued with appropriate adjustments to the Exchange Rate in accordance with Section 12.4Stock, (y) Company Class B Common Units issued in connection with an issuance of Class B Common Stock, Stock or (z) Company Equivalent Units (other than Company Common Units) issued in connection with an issuance of Preferred Stock, New Securities, Securities or other interests in the Managing Member (other than Common Stock), and, in each case, and (B) the Managing Member contributes to the Company the net cash proceeds or other consideration (if any) received in connection with the issuance of such Common Stock, Preferred Stock, New Securities, Securities or other interests in the Managing Member; , (iii) There is a recapitalization of the stock of the Managing Member; (iv) The additional Company Units are issued upon the conversion, redemption or exchange of Debt, Company Units or other securities issued by the Company; or , or (viv) The the additional Company Units are issued in accordance with the express terms of the other provisions of this pursuant to Article IIIII.

Issuances to the Managing Member. No additional Company Units shall be issued to the Managing Member unless: unless (i) The the additional Company Units are issued to all Members holding Company Common Units and OPEUs in proportion to their respective Percentage Interests in the Company Common Units; Units and OPEUs, collectively, (ii) The (A) the additional Company Units are (xI) Class A Company Common Units issued in connection with an issuance of Class A Common Stock or issued with appropriate adjustments to the Exchange Rate in accordance with Section 12.4, (y) Class B Common OP Units issued in connection with an issuance of Class B Common Stockand/or REIT Shares, or (zII) Equivalent Units OPEUs (other than Company Common Units) issued in connection with an issuance of Preferred StockOP Units, New Securities, Securities or other interests in the Managing Member Member, and (other than Common Stock), and, in each case, B) the Managing Member contributes to the Company the net cash proceeds or other consideration received in connection with the issuance of such Common StockOP Units, Preferred Stockpreferred equity of the Managing Member, New Securities, Securities or other interests in the Managing Member; , (iii) There is a recapitalization of the stock of the Managing Member; (iv) The additional Company Units are issued upon the conversion, redemption or exchange of Debt, Company Units or other securities issued by the Company; or , (iv) the additional Company Units are issued pursuant to Sections 4.3(b), 4.3(e) or 4.4, (v) The the additional Company Units are issued pursuant to the exercise of rights set forth in accordance with the express terms of Put Option Agreement, or (vi) the other provisions of this Article IIadditional Company Units are issued pursuant to an exchange described in Section 15.1.

Issuances to the Managing Member. No additional Units shall be issued to the Managing Member unlessunless at least one of the following conditions is satisfied: (i) The additional Units are issued to all Members holding Common Units in proportion to their respective Percentage Interests in the Common Units; (ii) The additional Units are (x) Class A Common Units issued in connection with an issuance of Class A Common Stock or issued with appropriate adjustments to the Exchange Rate in accordance with Section 12.4, (y) Class B Common Units issued in connection with an issuance of Class B Common Stock‎Section 11.4, or (zy) Equivalent Units (other than Common Units) issued in connection with an issuance of Preferred Stock, New Securities, or other interests in the Managing Member (other than Common Stock), and, in each case, the Managing Member contributes to the Company the net proceeds received in connection with the issuance of such Class A Common Stock, Preferred Stock, New Securities, or other interests in the Managing Member; (iii) The additional Units are Class A Units issued in connection with an issuance of Class A Common Stock in accordance with the Incentive Compensation Plans of the Managing Member to an employee of the Company or its Subsidiaries; (iv) The additional Units are issued as Earnout Shares in accordance with the Merger Agreement; (v) There is a recapitalization of the stock Capital Stock of the Managing Member, including any stock split, stock dividend, reclassification or similar transaction; (ivvi) The additional Units are issued upon the conversion, redemption or exchange of Debt, Units or other securities issued by the CompanyCompany and held by the Managing Member; or (vvii) The additional Units are issued in accordance with the express terms of the other provisions of this Article II‎Article II (other than Section 2.4(a)).

Issuances to the Managing Member. No additional Units shall be issued to the Managing Member unless: (i) The additional Units are issued to all Members holding Common Units in proportion to their respective Percentage Interests in the Common Units; (ii) The additional Units are (x) Class A Common Units issued in connection with an issuance of Class A Common Stock or issued with appropriate adjustments to the Exchange Rate in accordance with Section ‎Section 12.4, (y) Class B Common Units issued in connection with an issuance of Class B Common Stock, or (z) Equivalent Units (other than Common Units) issued in connection with an issuance of Preferred Stock, New Securities, or other interests in the Managing Member (other than Common Stock), and, in each case, the Managing Member contributes to the Company the net proceeds received in connection with the issuance of such Common Stock, Preferred Stock, New Securities, or other interests in the Managing Member; (iii) There is a recapitalization of the stock of the Managing Member; (iv) The additional Units are issued upon the conversion, redemption or exchange of Debt, Units or other securities issued by the Company; or (v) The additional Units are issued in accordance with the express terms of the other provisions of this Article ‎Article II.

Issuances to the Managing Member. No additional Units shall be issued to the Managing Member unlessunless at least one of the following conditions is satisfied: (i) The additional Units are issued to all Members holding Common Units in proportion to their respective Percentage Interests in the Common Units; (ii) The additional Units are (x) Class A Common Units issued in connection with an issuance of Class A Common Stock or issued with appropriate adjustments to the Exchange Rate in accordance with Section 12.4, (y) Class B Common Units issued in connection with an issuance of Class B Common Stock‎Section 11.4, or (zy) Equivalent Units (other than Common Units) issued in connection with an issuance of Preferred Stock, New Securities, or other interests in the Managing Member (other than Common Stock), and, in each case, the Managing Member contributes to the Company the net proceeds received in connection with the issuance of such Class A Common Stock, Preferred Stock, New Securities, or other interests in the Managing Member; (iii) The additional Units are Class A Units issued in connection with an issuance of Class A Common Stock in accordance with the Incentive Compensation Plans of the Managing Member to an employee of the Company or its Subsidiaries; (iv) The additional Units are issued as Earnout Shares in accordance with the Merger Agreement; (v) There is a recapitalization of the stock Capital Stock of the Managing Member, including any stock split, stock dividend, reclassification or similar transaction; (ivvi) The additional Units are issued upon the conversion, redemption or exchange of Debt, Units or other securities issued by the CompanyCompany and held by the Managing Member; or (vvii) The additional Units are issued in accordance with the express terms of the other provisions of this Article II‎Article II (other than ‎Section 2.4(a)).

Issuances to the Managing Member. No additional Units shall be issued to the Managing Member unlessunless at least one of the following conditions is satisfied: (i) The additional Units are also issued to all Members holding Common Units in proportion to their respective Percentage Interests in the Common Units; (ii) The additional Units are (x) Class A Common Units issued in connection with an issuance of Class A Common Stock or issued with appropriate adjustments to the Exchange Rate in accordance with Section 12.4, or (y) Class B Common Units issued in connection with an issuance of Class B Common Stock, or (z) Equivalent Units (other than Common Units) issued in connection with an issuance of Preferred Stock, New Securities, or other interests in the Managing Member (other than Common Stock), and, in each case, the Managing Member contributes to the Company the net proceeds received in connection with the issuance of such Common Stock, Preferred Stock, New Securities, or other interests in the Managing Member; (iii) The additional Units are Class A Common Units issued in connection with an issuance of Class A Common Stock in accordance with the Incentive Compensation Plans of the Managing Member to an employee of the Company or its Subsidiaries; (iv) There is a recapitalization of the stock Capital Stock of the Managing Member; (ivv) The additional Units are issued upon the conversion, redemption or exchange of Debt, Units or other securities issued by the CompanyCompany and held by the Managing Member; or (vvi) The additional Units are issued in accordance with the express terms of the other provisions of this Article II.