Common use of Members; Reclassification; Admission of New Members Clause in Contracts

Members; Reclassification; Admission of New Members. Each of the Persons listed in the books and records of the Company, as the same may be amended from time to time in accordance with this Agreement, by virtue of its execution of the Prior Agreement, the Amended Agreement, the Existing Agreement or this Agreement, are admitted as Members of the Company. With effect upon the effectiveness of this Agreement, all of the issued and outstanding limited liability company interests in the Company are hereby reclassified into a total number of Class A Units as set forth in the books and records of the Company, and the respective number of Class A Units held by each Member at the effective time of this Agreement is as set forth in the books and records of the Company. The rights, duties and liabilities of the Members shall be as provided in the Act, except as is otherwise expressly provided herein, and the Members consent to the variation of such rights, duties and liabilities as provided herein. Subject to Section 8.07 with respect to substitute Members, a Person may be admitted from time to time as a new Member with the written consent of the Managing Member in its sole discretion. Each new Member shall execute and deliver to the Managing Member an appropriate supplement to this Agreement pursuant to which the new Member agrees to be bound by the terms and conditions of this Agreement, as it may be amended from time to time. A new Managing Member or substitute Managing Member may be admitted to the Company solely in accordance with Section 8.06 or Section 9.02(e) hereof.

Members; Reclassification; Admission of New Members. Each of the Persons listed in the books and records of the CompanyCompany as a Member, as the same may be amended from time to time in accordance with this Agreement, by virtue of its execution of the Prior Agreement, the Amended Agreement, the Existing LLC Agreement or this Agreement, are is admitted as Members of the Company. With effect upon the effectiveness of this Agreement, all of the issued and outstanding limited liability company interests in the Company are hereby reclassified into a total number of Class A Units as set forth in the books and records of the Company, and the respective number of Class A Units held by each Member at the effective time of this Agreement is as set forth in the books and records of the Company. The rights, duties and liabilities of the Members shall be as provided in the Delaware Act, except as is otherwise expressly provided herein, and the Members consent to the variation of such rights, duties and liabilities as provided herein. Subject to Section 8.07 9.8 with respect to substitute Substituted Members, a Person may be admitted from time to time as a new Member with the written consent of the Managing Member in its sole discretion, provided, however, that upon exercise of a Warrant by the holder thereof and the execution and delivery a joinder to this Agreement pursuant to which such holder agrees to become a party to this Agreement with respect to the Equity Securities issued upon exercise of the Warrant, such holder shall be admitted to the Company as a “Member”. Each new Member shall execute and deliver to the Managing Member an appropriate supplement to this Agreement pursuant to which the new Member agrees to be bound by the terms and conditions of this Agreement, as it may be amended from time to time. A new Managing Member or substitute Managing Member may be admitted to the Company solely in accordance with Section 8.06 or Section 9.02(e) hereof9.7.

Members; Reclassification; Admission of New Members. Each of the Persons listed in the books and records of the Company, as the same may be amended from time to time in accordance with this Agreement, by virtue of its execution of the Prior Agreement, the Amended Agreementand Restated LLCA, the Existing Agreement or this AgreementAgreement (including by use of a power of attorney), are admitted as Members of the Company. With effect upon the effectiveness of this Agreement, all of the issued and outstanding limited liability company interests in the Company are hereby reclassified into a total number of Class A Units as set forth in the books and records of the Company, and the respective number of Class A Units held by each Member at the effective time of this Agreement is as set forth in the books and records of the Company. The rights, duties and liabilities of the Members shall be as provided in the Act, except as is otherwise expressly provided herein, and the Members consent to the variation of such rights, duties and liabilities as provided herein. Subject to Section 8.07 8.09 with respect to substitute Members, a Person may be admitted from time to time as a new Member with the written consent of the Managing Member in its sole discretion. Each new Member shall execute and deliver to the Managing Member an appropriate supplement to this Agreement pursuant to which the new Member agrees to be bound by the terms and conditions of this Agreement, as it may be amended from time to time. A new Managing Member or substitute Managing Member may be admitted to the Company solely in accordance with Section 8.06 8.08 or Section 9.02(e) hereof.