Limit on Number of Members. Unless otherwise permitted by the Managing Member in its sole and absolute discretion, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members that would cause the Company to become a reporting company under the Exchange Act.
Appears in 8 contracts
Samples: Operating Agreement (Lineage, Inc.), Operating Agreement (Lineage, Inc.), Limited Liability Company Agreement (Nexpoint Diversified Real Estate Trust)
Limit on Number of Members. Unless otherwise permitted by the Managing Member in its sole and absolute discretionMember, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members (including as Members for this purpose those Persons indirectly owning an interest in the Company through another limited liability company, a partnership, a subchapter S corporation or a grantor trust) that would cause the Company to become a reporting company under the Exchange Act.
Appears in 7 contracts
Samples: Limited Liability Company Agreement (BrightSpire Capital, Inc.), Limited Liability Company Agreement (Colony NorthStar Credit Real Estate, Inc.), Limited Liability Company Agreement (NorthStar Real Estate Income II, Inc.)
Limit on Number of Members. Unless otherwise permitted by the Managing Member in its sole and absolute discretionManager, no Person shall be admitted to the Company after the date of this Agreement as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members (including as Members for this purpose those Persons indirectly owning an interest in the Company through another partnership, a limited liability company, a subchapter S corporation or a grantor trust) that would cause the Company to become a reporting company under the Exchange Act.
Appears in 7 contracts
Samples: Limited Liability Company Agreement (Swiftmerge Acquisition Corp.), Limited Liability Company Agreement (HNR Acquisition Corp.), Limited Liability Company Agreement (HNR Acquisition Corp.)
Limit on Number of Members. Unless otherwise permitted by the Managing Member in its sole and absolute discretionManager, no Person shall be admitted to the Company after the date of this Agreement as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members (including as Members for this purpose those Persons indirectly owning an interest in the Company through another partnership, a limited liability company, a subchapter S corporation or a grantor trust) that would require or cause the Company to become a reporting company under the Exchange Act.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Zeo Energy Corp.), Letter Agreement (ESGEN Acquisition Corp), Letter Agreement (ESGEN Acquisition Corp)
Limit on Number of Members. Unless otherwise permitted by the Managing Member in its sole and absolute discretionBoard of Managers, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members (including as Members for this purpose those Persons indirectly owning an interest in the Company through another partnership, a limited liability company, a subchapter S corporation or a grantor trust) that would cause the Company to become a reporting company under the Exchange Act.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Amicus Therapeutics, Inc.), Limited Liability Company Agreement (ARYA Sciences Acquisition Corp IV), Joinder Agreement (Digital Media Solutions, Inc.)
Limit on Number of Members. Unless otherwise permitted by the Managing Member in its sole and absolute discretionMember, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members (including as Members for this purpose those Persons indirectly owning an interest in the Company through another partnership, a limited liability company, a subchapter S corporation or a grantor trust) that would cause the Company to become a reporting company under the Exchange Act.
Appears in 3 contracts
Samples: Limited Liability Company Operating Agreement (Genesis Healthcare, Inc.), Purchase and Contribution Agreement (Skilled Healthcare Group, Inc.), Purchase and Contribution Agreement (Skilled Healthcare Group, Inc.)
Limit on Number of Members. Unless otherwise permitted by the Managing Member in its sole and absolute discretionManager, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members (including as Members for this purpose those Persons indirectly owning an interest in the Company through another partnership, a limited liability company, a subchapter S corporation or a grantor trust) that would cause the Company to become a reporting company under the Exchange Act.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (SmileDirectClub, Inc.), Limited Liability Company Agreement (SmileDirectClub, Inc.)
Limit on Number of Members. Unless otherwise permitted by the Managing Member Board in its sole and absolute discretion, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members that would cause the Company to become a reporting company under the Exchange Act.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Mobile Infrastructure Corp), Limited Liability Company Agreement (Mobile Infrastructure Corp)
Limit on Number of Members. Unless otherwise permitted by the Managing Member in its sole and absolute discretionMember, no Person shall be admitted to the Company after the date of this Agreement as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members (including as Members for this purpose those Persons indirectly owning an interest in the Company through another partnership, a limited liability company, a subchapter S corporation or a grantor trust) that would cause the Company to become a reporting company under the Exchange Act.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Rubicon Technologies, Inc.), Agreement and Plan of Merger (Founder SPAC)
Limit on Number of Members. Unless otherwise permitted by the Managing Member in its sole and absolute discretionMember, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members that would cause the Company to become a reporting company under the Exchange Act.
Appears in 1 contract
Limit on Number of Members. Unless otherwise permitted by the REIT Managing Member in its sole and absolute discretionMember, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members that would cause the Company to become a reporting company under the Exchange Act.
Appears in 1 contract
Samples: Limited Liability Company Operating Agreement (Reliance Real Estate Trust, LLC)
Limit on Number of Members. Unless otherwise permitted by the Managing Member in its sole and absolute discretionManager, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members (including as Members for this purpose those Persons indirectly owning an interest in the Company through another limited liability company, a partnership a subchapter S corporation or a grantor trust) that would cause the Company to become a reporting company under the Exchange Act.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Alexander & Baldwin, Inc.)
Limit on Number of Members. Unless Notwithstanding any provision in this Agreement to the contrary, unless otherwise permitted by the Operating Managing Member in its sole and absolute discretionMember, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members (including as Members for this purpose those Persons indirectly owning an interest in the Company through another company, a limited liability company, a subchapter S corporation or a grantor trust) that would cause the Company to become a reporting company under the Exchange Act.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Five Point Holdings, LLC)
Limit on Number of Members. Unless Notwithstanding any provision in this Agreement to the contrary, unless otherwise permitted by the Managing Member in its sole and absolute discretionMember, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members (including as Members for this purpose those Persons indirectly owning an interest in the Company through another company, a limited liability company, a subchapter S corporation or a grantor trust) that would cause the Company to become a reporting company under the Exchange Act.
Appears in 1 contract
Limit on Number of Members. Unless Notwithstanding any other provision in this Agreement to the contrary, unless otherwise permitted by the Managing Member in its sole and absolute discretionManager, no Person shall be admitted to the Company as an Additional Member if the effect of such admission would be to cause the Company to have a number of Members (including as Members for this purpose those Persons indirectly owning an interest in the Company through another company, a limited liability company, a subchapter S corporation or a grantor trust) that would cause the Company to become a reporting company under the Exchange Act.
Appears in 1 contract
