Common use of LLC Interest Certificates; Admission of Additional Members Clause in Contracts

LLC Interest Certificates; Admission of Additional Members. The LLC Interests will be represented by certificates in the form attached hereto as Exhibit A (the "LLC INTEREST CERTIFICATES"). The LLC Interest Certificates shall be conclusive evidence of ownership. Every holder of an LLC Interest of the Company shall be entitled to an LLC Interest Certificate. The LLC Interest Certificates of the Company shall be issued under the seal of the Company, or a facsimile thereof, and shall be numbered and shall be entered in the books of the Company as they are issued. Each LLC Interest Certificate shall bear a serial number, shall exhibit the holder's name and the number of LLC Interests evidenced thereby and shall be signed by the Chief Executive Officer or the Chief Financial Officer. Any or all of the signatures on the LLC Interest Certificates may be facsimiles. If any officer, Transfer Agent or registrar who has signed or whose facsimile signature has been placed upon an LLC Interest Certificate shall have ceased to be such officer, Transfer Agent or registrar before such LLC Interest Certificate is issued, the LLC Interest Certificate may be issued by the Company with the same effect as if such Person or entity were such officer, Transfer Agent, or registrar at the date of issue. From the time of the initial public offering of the Trust Stock by the Trust, the Company shall retain the Transfer Agent to maintain a registry of the LLC Interests and cause such Transfer Agent to register the transfer of any LLC Interest Certificates. Transfer of LLC Interests of the Company shall be made on the books of the Company only upon surrender to the Company or its Transfer Agent of the LLC Interest Certificates duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer; provided, however, that such succession, assignment or transfer is not prohibited by the LLC Interest Certificates, this Agreement, applicable law or contract. Thereupon, the Company shall issue a new LLC Interest Certificate (if requested) to the Person entitled thereto, cancel the old LLC Interest Certificate, and record the transaction upon its books.

Appears in 1 contract

Samples: Operating Agreement (Macquarie Infrastructure Assets Trust)

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LLC Interest Certificates; Admission of Additional Members. The LLC Interests will may be represented by certificates in the form attached hereto as Exhibit A (the "LLC INTEREST CERTIFICATES"Interest Certificates”), or may be uncertificated LLC Interests that may be represented by a book-entry system maintained by the Transfer Agent, or a combination of both. The If represented by LLC Interest Certificates, such LLC Interest Certificates shall be conclusive evidence of ownershipownership of the related LLC Interests. Every holder of an record of LLC Interest Interests of the Company shall be entitled entitled, upon request, to an one or more LLC Interest CertificateCertificates representing the number of LLC Interests held by such holder of record. The LLC Interest Certificates of the Company shall be issued under the seal of the Company, or a facsimile thereof, and shall be numbered and shall be entered in the books of the Company as they are issued. Each LLC Interest Certificate shall bear a serial number, shall exhibit the holder's ’s name and the number of LLC Interests evidenced thereby and shall be signed by the Chief Executive Officer or the Chief Financial Officer. Any or all of the signatures on the LLC Interest Certificates may be facsimiles. If any officer, Transfer Agent or registrar Registrar who has signed or whose facsimile signature has been placed upon an LLC Interest Certificate shall have ceased to be such officer, Transfer Agent or registrar Registrar before such LLC Interest Certificate is issued, the LLC Interest Certificate may be issued by the Company with the same effect as if such Person or entity were such officer, Transfer Agent, Agent or registrar Registrar at the date of issue. From the time of the initial public offering of the Trust Stock by the Trust, the The Company shall continue to retain the Transfer Agent to maintain a registry register of the LLC Interests (the “Register”), the Transfer Agent, in such capacity shall be known as the Registrar, and cause such Transfer Agent Registrar to register the thereon any transfer of any LLC Interest CertificatesInterests. Transfer of LLC Interests of the Company shall be made on the books Register only upon authorization by the registered holder thereof, or by such holder’s attorney thereunto authorized by a power of attorney duly executed and filed with the Company only Secretary or the Transfer Agent, and if such LLC Interests are represented by LLC Interest Certificates, upon surrender to the Company or its Transfer Agent of the LLC Interest Certificates duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer; provided, however, that such succession, assignment or transfer is not prohibited by the LLC Interest Certificates, this Amended Agreement, applicable law or contract. Thereupon, the Company shall issue a new LLC Interest Certificate (if requested) to the Person entitled thereto, and if applicable, cancel the old LLC Interest Certificate, and shall instruct the Registrar to record the transaction upon its booksthe Register.

Appears in 1 contract

Samples: Operating Agreement (Macquarie Infrastructure CO LLC)

LLC Interest Certificates; Admission of Additional Members. The LLC Interests will shall be represented by certificates in the form attached hereto as Exhibit A (the "LLC INTEREST CERTIFICATES"). The LLC Interest Certificates shall be conclusive evidence of ownershipownership of the related LLC Interests. Every holder of an record of LLC Interest Interests of the Company shall be entitled to an one or more LLC Interest CertificateCertificates representing the number of LLC Interests held by such holder of record. The LLC Interest Certificates of the Company shall be issued under the seal of the Company, or a facsimile thereof, and shall be numbered and shall be entered in the books of the Company as they are issued. Each LLC Interest Certificate shall bear a serial number, shall exhibit the holder's name and the number of LLC Interests evidenced thereby and shall be signed by the Chief Executive Officer or the Chief Financial Officer. Any or all of the signatures on the LLC Interest Certificates may be facsimiles. If any officer, Transfer Agent or registrar who has signed or whose facsimile signature has been placed upon an LLC Interest Certificate shall have ceased to be such officer, Transfer Agent or registrar before such LLC Interest Certificate is issued, the LLC Interest Certificate may be issued by the Company with the same effect as if such Person or entity were such officer, Transfer Agent, Agent or registrar at the date of issue. From the time of the closing of the initial public offering of the Trust Stock by the Trust, the Company shall retain the Transfer Agent to maintain a registry register of the LLC Interests (the "REGISTER") and cause such Transfer Agent to register the thereon any transfer of any LLC Interest Certificates. Transfer of LLC Interests of the Company shall be made on the books of the Company Register only upon surrender to the Company or its Transfer Agent of the LLC Interest Certificates duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer; provided, however, that such succession, assignment or transfer is not prohibited by the LLC Interest Certificates, this Amended Agreement, applicable law or contract. Thereupon, the Company shall issue a new LLC Interest Certificate (if requested) to the Person entitled thereto, cancel the old LLC Interest Certificate, and shall instruct the Transfer Agent to record the transaction upon its booksthe Register.

Appears in 1 contract

Samples: Operating Agreement (Macquarie Infrastructure CO Trust)

LLC Interest Certificates; Admission of Additional Members. The LLC Interests will shall be represented by certificates in the form attached hereto as Exhibit A (the "LLC INTEREST CERTIFICATES"Interest Certificates”). The LLC Interest Certificates shall be conclusive evidence of ownershipownership of the related LLC Interests. Every holder of an record of LLC Interest Interests of the Company shall be entitled to an one or more LLC Interest CertificateCertificates representing the number of LLC Interests held by such holder of record. The LLC Interest Certificates of the Company shall be issued under the seal of the Company, or a facsimile thereof, and shall be numbered and shall be entered in the books of the Company as they are issued. Each LLC Interest Certificate shall bear a serial number, shall exhibit the holder's ’s name and the number of LLC Interests evidenced thereby and shall be signed by the Chief Executive Officer or the Chief Financial Officer. Any or all of the signatures on the LLC Interest Certificates may be facsimiles. If any officer, Transfer Agent or registrar Registrar who has signed or whose facsimile signature has been placed upon an LLC Interest Certificate shall have ceased to be such officer, Transfer Agent or registrar Registrar before such LLC Interest Certificate is issued, the LLC Interest Certificate may be issued by the Company with the same effect as if such Person or entity were such officer, Transfer Agent, Agent or registrar Registrar at the date of issue. From the time of the closing of the initial public offering of the Trust Stock by the Trust, the Company shall retain the Transfer Agent to maintain a registry register of the LLC Interests (the “Register”), the Transfer Agent, in such capacity shall be known as the Registrar, and cause such Transfer Agent Registrar to register the thereon any transfer of any LLC Interest Certificates. Transfer of LLC Interests of the Company shall be made on the books of the Company Register only upon surrender to the Company or its Transfer Agent of the LLC Interest Certificates duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer; provided, however, that such succession, assignment or transfer is not prohibited by the LLC Interest Certificates, this Amended Agreement, applicable law or contract. Thereupon, the Company shall issue a new LLC Interest Certificate (if requested) to the Person entitled thereto, cancel the old LLC Interest Certificate, and shall instruct the Registrar to record the transaction upon its booksthe Register.

Appears in 1 contract

Samples: Operating Agreement (Macquarie Infrastructure CO LLC)

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LLC Interest Certificates; Admission of Additional Members. The LLC Interests will shall be represented by certificates in the form attached hereto as Exhibit A (the "LLC INTEREST CERTIFICATES"). The LLC Interest Certificates shall be conclusive evidence of ownershipownership of the related LLC Interests. Every holder of an record of LLC Interest Interests of the Company shall be entitled to an one or more LLC Interest CertificateCertificates representing the number of LLC Interests held by such holder of record. The LLC Interest Certificates of the Company shall be issued under the seal of the Company, or a facsimile thereof, and shall be numbered and shall be entered in the books of the Company as they are issued. Each LLC Interest Certificate shall bear a serial number, shall exhibit the holder's name and the number of LLC Interests evidenced thereby and shall be signed by the Chief Executive Officer or the Chief Financial Officer. Any or all of the signatures on the LLC Interest Certificates may be facsimiles. If any officer, Transfer Agent or registrar Registrar who has signed or whose facsimile signature has been placed upon an LLC Interest Certificate shall have ceased to be such officer, Transfer Agent or registrar Registrar before such LLC Interest Certificate is issued, the LLC Interest Certificate may be issued by the Company with the same effect as if such Person or entity were such officer, Transfer Agent, Agent or registrar Registrar at the date of issue. From the time of the closing of the initial public offering of the Trust Stock by the Trust, the Company shall retain the Transfer Agent to maintain a registry register of the LLC Interests (the "REGISTER"), the Transfer Agent, in such capacity shall be known as the Registrar, and cause such Transfer Agent Registrar to register the thereon any transfer of any LLC Interest Certificates. Transfer of LLC Interests of the Company shall be made on the books of the Company Register only upon surrender to the Company or its Transfer Agent of the LLC Interest Certificates duly endorsed or accompanied by proper evidence of succession, assignment or authority to transfer; provided, however, that such succession, assignment or transfer is not prohibited by the LLC Interest Certificates, this Amended Agreement, applicable law or contract. Thereupon, the Company shall issue a new LLC Interest Certificate (if requested) to the Person entitled thereto, cancel the old LLC Interest Certificate, and shall instruct the Registrar to record the transaction upon its booksthe Register.

Appears in 1 contract

Samples: Operating Agreement (Macquarie Infrastructure CO Trust)

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