Membership Interests; Additional Members. (a) Each Member owns Membership Interests in the Company as reflected in Schedule A attached hereto, as the same may be amended, modified or adjusted from time to time as provided herein. Each Member shall be entitled to receive a Membership Interest in exchange for a Capital Contribution with such Membership Interest and Capital Contribution set forth in Schedule A attached hereto, as the same may be amended, modified or adjusted from time to time as provided herein. Each Membership Interest shall correspond to a “limited liability company interest” as is provided in the Act. The Company shall be the owner of the Property. No Member shall have any ownership interest or right in the Property, including Property conveyed by a Member to the Company, except indirectly by virtue of a Member’s ownership of a Membership Interest. (b) Persons may be admitted to the Company as Members on such terms and conditions as the Board determines at the time of admission. The terms of admission or issuance must specify the Membership Interest applicable thereto and may provide for the creation of different classes or groups of Members having different rights, powers, and duties. The Board may reflect the creation of any new class or group of Members in an amendment to this Agreement indicating the different rights, powers, and duties, and such an amendment shall be approved by the Board and executed by the Proper Officers. Any such admission is effective only after such new Member has executed and delivered to the Members and the Company an instrument containing the Notice address of the new Member, the Member’s ratification of this Agreement and agreement to be bound by it.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Penn Virginia GP Holdings, L.P.), Limited Liability Company Agreement (Penn Virginia GP Holdings, L.P.)
Membership Interests; Additional Members. (a) Each Member owns Membership Interests in the Company as reflected in Schedule A attached hereto, as the same may be amended, modified or adjusted from time to time as provided herein. Each Member shall be entitled to receive a Membership Interest in exchange for a Capital Contribution with such Membership Interest and Capital Contribution set forth in Schedule A attached hereto, as the same may be amended, modified or adjusted from time to time as provided herein. Each Membership Interest shall correspond to a “limited liability company interest” as is provided in the Act. The Company shall be the owner of the Property. No Member shall have any ownership interest or right in the Property, including Property conveyed by a Member to the Company, except indirectly by virtue of a Member’s ownership of a Membership Interest.
(b) Persons may be admitted to the Company as Members on such terms and conditions as the Board determines at the time of admission. The terms of admission or issuance must specify the Membership Interest applicable thereto and may provide for the creation of different classes or groups of Members having different rights, powers, and duties. The Board may reflect the creation of any new class or group of Members in an amendment to this Agreement indicating the different rights, powers, and duties, and such an amendment shall be approved by the Board and executed by the Proper Officersproper officers. Any such admission is effective only after such new Member has executed and delivered to the Members and the Company an instrument containing the Notice address of the new Member, the Member’s ratification of this Agreement and agreement to be bound by it.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Alliance Holdings GP, L.P.), Limited Liability Company Agreement (Alliance Holdings GP, L.P.)
Membership Interests; Additional Members. (a) Each Member owns a Membership Interests Interest in the Company as reflected in Schedule A attached hereto, as the same may be amended, modified or adjusted from time to time as provided herein. Each Member shall be entitled to receive a Membership Interest in exchange for a Capital Contribution with such Membership Interest and Capital Contribution set forth in Schedule A attached hereto, as the same may be amended, modified or adjusted from time to time as provided herein. Each Membership Interest shall correspond to a “limited liability company interest” as is provided in the Act. The Company shall be the owner of the Property. No Member shall have any ownership interest or right in the Property, including Property conveyed by a Member to the Company, except indirectly by virtue of a Member’s ownership of a Membership Interest.
(b) Persons may be admitted to the Company as Members on such terms and conditions as upon the Board determines at affirmative vote of the time of admission. The terms of admission or issuance must specify the Membership Interest applicable thereto and may provide for the creation of different classes or groups of Members having different rights, powers, and duties. The Board may reflect the creation of any new class or group of Members in an amendment to this Agreement indicating the different rights, powers, and duties, and such an amendment shall be approved by the Board and executed by the Proper OfficersMembers. Any such admission is effective only after such new Member has executed and delivered to the Members Company a written undertaking in the form of Exhibit A attached hereto to be bound by the terms and the Company an instrument containing the Notice address of the new Member, the Member’s ratification conditions of this Agreement and agreement Section 4.2 of the Contribution Agreement and shall have delivered such documents and instruments as the Board determines to be bound by itnecessary or appropriate to effect such Person’s admission as a Member; thereafter, the Secretary of the Company shall amend Schedule A without the further vote, act or consent of any other Person to reflect such new Person as a Member and shall make available for review a copy of such amended Schedule A to each Member.
Appears in 1 contract
Samples: Limited Liability Company Agreement (K-Sea GP Holdings LP)