Common use of Notice of Issuance of Additional Securities; Acceptance Clause in Contracts

Notice of Issuance of Additional Securities; Acceptance. In the event the Company undertakes or proposes to undertake an issuance or issuances of Additional Securities, it shall give each Member holding Common Units at least thirty (30) days’ prior written notice (the “Preemptive Notice”) thereof, describing the type(s) of Additional Securities, the price(s) and the general terms upon which the Company proposes to issue the same and setting forth the Pro Rata Share of Additional Securities which each Member is entitled to purchase. Each such Member shall have thirty (30) days from the date of receipt of any such Preemptive Notice (x) to provide written confirmation of such Member’s status as an “accredited investor” (as defined in the Rules and Regulations promulgated under the Securities Act) and (y) to agree to purchase up to the Member’s Pro Rata Share of such Additional Securities (subject to the further provisions of this Section 3.2(b) below) for the price(s) and upon the terms specified in the Preemptive Notice by giving written notice to the Company and stating therein the quantity of Additional Securities to be purchased; provided, that a Member may assign the right to purchase any such Additional Securities to a Permitted Transferee who is or agrees to become an Additional Member.

Notice of Issuance of Additional Securities; Acceptance. In the event the Company undertakes or proposes to undertake an issuance or issuances of Additional Securities, it shall give each Eligible Member holding Common Units at least thirty (30) days’ prior written notice (the “Preemptive Notice”) thereof, describing the type(s) of Additional Securities, the price(s) and the general terms upon which the Company proposes to issue the same and setting forth the Pro Rata Share of Additional Securities which each Member is entitled to purchasesame. Each such Eligible Member shall have thirty (30) days from the date of receipt of any such Preemptive Notice (x) to provide written confirmation in form and substance reasonably acceptable to the Company of such Member’s status as an “accredited investor” (as such term is defined in the Rules and Regulations promulgated under the Securities Act) and (y) to agree to purchase up to the Member’s Pro Rata Share that number of such Additional Securities which equals the ratio of the number of Common Units at the time owned by such Eligible Member on a Fully Diluted Basis to the total number of Common Units then held by all of the Eligible Members on a Fully Diluted Basis (subject to the further provisions of this Section 3.2(b3.3(b) below) for the price(s) and upon the general terms specified in the Preemptive Notice by giving written notice to the Company and stating therein the quantity of Additional Securities to be purchased; provided, that a Member may assign the right to purchase any such Additional Securities to a Permitted Transferee who is or agrees to become an Additional Member.

Notice of Issuance of Additional Securities; Acceptance. In the event the Company undertakes or proposes to undertake an issuance or issuances of Additional Securities, it shall give each Eligible Member holding Common Units at least thirty (30) days’ prior written notice (the “Preemptive Notice”) thereof, describing the type(s) of Additional Securities, the price(s) and the general terms upon which the Company proposes to issue the same and setting forth the Pro Rata Share of Additional Securities which each Member is entitled to purchasesame. Each such Eligible Member shall have thirty (30) days from the date of receipt of any such Preemptive Notice (x) to provide written confirmation in form and substance reasonably acceptable to the Company of such Member’s status as an “accredited investor” (as such term is defined in the Rules rules and Regulations regulations promulgated under the Securities Act) and (y) to agree to purchase up to the Member’s Pro Rata Share that number of such Additional Securities which equals the ratio of the number of Common Units at the time owned by such Eligible Member on a Fully Diluted Basis to the total number of Common Units then held by all of the Eligible Members on a Fully Diluted Basis (subject to the further provisions of this Section 3.2(b3.3(b) below) for the price(s) and upon the general terms specified in the Preemptive Notice by giving written notice to the Company and stating therein the quantity of Additional Securities to be purchased; provided, that a Member may assign the right to purchase any such Additional Securities to a Permitted Transferee who is or agrees to become an Additional Member.