Common use of Redemption Right of a Member Clause in Contracts

Redemption Right of a Member. (a) Notwithstanding any provision to the contrary in this Agreement and without the need for approval by the Managing Member or consent by any other Members, each Non-Pubco Member shall be entitled to cause the Company to redeem (a “Redemption,”) all or any portion of its Units (the “Redemption Right”) at any time; provided that the Managing Member may force a Member to exercise its Redemption Right at any time following the expiration of such contractual lock-up period if such member holds fewer than 100,000 LLC Units. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunder. The Redemption Notice shall specify the number of Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than ten (10) Business Days nor more than thirteen (13) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided that the Company, Pubco and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further that a Redemption Notice may be conditioned by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless the Redeeming Member has timely delivered a Retraction Notice as provided in Section 10.01(b) or has revoked or delayed a Redemption as provided in Section 10.01(c), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.

Redemption Right of a Member. (a) Notwithstanding any provision to the contrary in this the Agreement but subject to the terms of Section 10.02, Section 10.09 and/or any other agreement between such Member and the Company, Pubco or any of their controlled Affiliates, and without the need for approval by the Managing Member or consent by any other Members, each Non-Member (other than the Pubco Member Members) shall be entitled to cause the Company to redeem (a “Redemption,” and, together with a Direct Exchange, as defined below, an “Exchange”) all or any portion of its Units (the “Redemption Right”) at any timetime following the expiration of any contractual lock-up period relating to the shares of Pubco that may be applicable to such Member; provided that the Managing Member may force a Member to exercise its Redemption Right at any time following the expiration of such contractual lock-up period if such member holds fewer than 100,000 LLC Units. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunder. The Redemption Notice shall specify the number of Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than ten (10) Business Days nor more than thirteen (13) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided that the Company, Pubco and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further that a Redemption Notice may be conditioned by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless the Redeeming Member has timely delivered a Retraction Notice as provided in Section 10.01(b) or has revoked or delayed a Redemption as provided in Section 10.01(c), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.may

Redemption Right of a Member. (a) Notwithstanding any provision to the contrary in this the Agreement but subject to the terms of Section 10.02 and/or any other agreement between such Member and the Company, Pubco or any of their controlled Affiliates, and without the need for approval by the Managing Member or consent by any other Members, each Non-Member (other than the Pubco Member Members) shall be entitled to cause the Company to redeem (a “Redemption,”) all or any portion of its Units (the “Redemption Right”) at any timetime following the expiration of any contractual lock-up period relating to the shares of Pubco that may be applicable to such Member; provided that the Managing Member may force a Member to exercise its Redemption Right at any time following the expiration of such contractual lock-up period if such member holds fewer than 100,000 LLC Units. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunder. The Redemption Notice shall specify the number of Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than ten (10) Business Days nor more than thirteen (13) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided that the Company, Pubco and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further that a Redemption Notice may be conditioned by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless the Redeeming Member has timely delivered a Retraction Notice as provided in Section 10.01(b) or has revoked or delayed a Redemption as provided in Section 10.01(c), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.may

Redemption Right of a Member. 11.1.1 Each Member (a) Notwithstanding any provision to the contrary in this Agreement and without the need for approval by other than the Managing Member or consent by any other Members, each Non-Pubco Member and its Subsidiaries) shall be entitled to cause the Company to redeem (a “Redemption,”) all its Common Units in whole or any portion of its Units in part (the “Redemption Right”) at any time; provided that time and from time to time and, to the extent applicable to such Member, following the waiver or expiration of the Lock-Up Period (as defined in the Stockholders’ Agreement), relating to the shares of the Managing Member that may force a Member be applicable to exercise its Redemption Right at any time following the expiration of such contractual lock-up period if such member holds fewer than 100,000 LLC UnitsMember. A Member desiring to exercise its Redemption Right (the each, a “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy copies to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunderManaging Member. The Redemption Notice shall specify the number of Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than three (3) business days nor more than ten (10) Business Days nor more than thirteen (13) Business Days business days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided provided, however, that the Company, Pubco the Managing Member and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further further, however, that a the Redemption Notice may be conditioned (including as to timing) by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless Subject to Section 11.3 and unless the Redeeming Member has timely delivered a Retraction Notice as provided in Section 10.01(b) or has revoked or delayed a Redemption as provided in Section 10.01(c)11.1.2, on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.):

Redemption Right of a Member. 11.1.1 Each Member (a) Notwithstanding any provision to the contrary in this Agreement and without the need for approval by other than the Managing Member or consent by any other Members, each Non-Pubco Member and its Subsidiaries) shall be entitled to cause the Company to redeem (a “Redemption,”) all its Common Units in whole or any portion of its Units in part (the “Redemption Right”) at any time; provided that time and from time to time following the waiver or expiration of the Lock-Up Period (as defined in the Stockholders’ Agreement), relating to the shares of the Managing Member that may force a Member be applicable to exercise its Redemption Right at any time following the expiration of such contractual lock-up period if such member holds fewer than 100,000 LLC UnitsMember. A Member desiring to exercise its Redemption Right (the each, a “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunderManaging Member. The Redemption Notice shall specify the number of Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than ten three (103) Business Days nor more than thirteen ten (1310) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided provided, that the Company, Pubco the Managing Member and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further provided, further, that in the event the Managing Member elects a Share Settlement, the Redemption Notice may be conditioned (including as to timing) by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless Subject to Section 11.3 and unless the Redeeming Member has timely delivered a Retraction Notice as provided in Section 10.01(b) or has revoked or delayed a Redemption as provided in Section 10.01(c)11.1.4, on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.):

Redemption Right of a Member. (a) Notwithstanding any provision to Each Member (other than the contrary in this Agreement and without the need for approval by the Managing Member or consent by any other Members, each Non-Pubco Member Corporation) shall be entitled to cause the Company to redeem (a “Redemption,”) all its Common Units in whole or any portion of its Units in part (the “Redemption Right”) at any time; provided that the Managing Member may force a Member time and from time to exercise its Redemption Right at any time following the expiration of such any contractual lock-up period if relating to the shares of the Corporation that may be applicable to such member holds fewer than 100,000 LLC UnitsMember. A Member desiring to exercise its Redemption Right (the each, a “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunderCorporation. The Redemption Notice shall specify the number of Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a 41 date, not less than ten seven (107) Business Days nor more than thirteen ten (1310) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member Manager in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided that the Company, Pubco the Corporation and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further provided, further, that a Redemption Notice may be conditioned by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless the Redeeming Member timely has timely delivered a Retraction Notice as provided in Section 10.01(b11.01(c) or has revoked or delayed a Redemption as provided in Section 10.01(c11.01(b) or (d), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.):

Redemption Right of a Member. (a) Notwithstanding any provision Subject to the contrary in this Agreement and without provisions of the need for approval by the Managing Member or consent by any other MembersRegistration Rights Agreement, each Non-Member (other than Pubco Member and its Subsidiaries) shall be entitled to cause the Company to redeem (a “Redemption,”) all or any portion of its Common Units (excluding, for the avoidance of doubt, any Unvested Units or Common Units the Transfer of which is prohibited pursuant to Sections 10.07(b) and (c)) (the “Redemption Right”) at any time; provided that the Managing Member may force a Member time and from time to exercise its Redemption Right at any time following the waiver or expiration of such any contractual lock-up period if relating to the shares of Pubco that may be applicable to such member holds fewer than 100,000 LLC UnitsMember. A Member desiring to exercise its Redemption Right (the each, a “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunder. The Redemption Notice shall (i) contain a representation and warranty of the Redeeming Member stating that he, she or they do not possess any material non-public information with respect to Pubco and (ii) specify the number of Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than ten (10) three Business Days nor more than thirteen (13) 10 Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion Manager agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (provided that, if the Redemption Notice does not include a Redemption Date, the Redemption Date shall be three Business Days after delivery of such Redemption Notice) (the “Redemption Date”); provided provided, that the Company, Pubco and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further provided, further, that in the event Pubco elects a Share Settlement, the Redemption Notice may be conditioned (including as to timing) by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless Subject to Section 11.03 and unless the Redeeming Member timely has timely delivered a Retraction Notice as provided in Section 10.01(b11.01(c) or has revoked or delayed a Redemption as provided in Section 10.01(c11.01(d), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.):

Redemption Right of a Member. (a) Notwithstanding Each Member (other than the Corporation and its Subsidiaries), from and after the expiration of any provision contractual lock-up period relating to the contrary in this Agreement and without shares of the need for approval by the Managing Member or consent by any other Members, each Non-Pubco Corporation that may be applicable to such Member shall be entitled to cause the Company to redeem (a “Redemption,”) all its Common Units (excluding, for the avoidance of doubt, any Common Units that are subject to vesting conditions) in whole or any portion of its Units in part (the “Redemption Right”) at any time); provided provided, that the Managing Member may force if such a Member elects to exercise its cause the Redemption Right at of less than [ 🌑 ] Common Units, then such Member shall be required to deliver the Redemption Notice with respect to such Redemption during the first [fifteen (15)] Business Days of any time following the expiration of such contractual lock-up period if such member holds fewer than 100,000 LLC Unitscalendar quarter]. A Member desiring to exercise its Redemption Right (the each, a “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunderCorporation. The Redemption Notice shall specify the number of Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than ten five (105) Business Days nor more than thirteen ten (1310) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member Manager in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided that provided, however, that, the Company, Pubco the Corporation and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further provided, further, that in the event the Corporation elects a Share Settlement, the Redemption Notice may be conditioned (including as to timing) by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless Subject to Section 11.03 and unless the Redeeming Member timely has timely delivered a Retraction Notice as provided in Section 10.01(b11.01(c) or has revoked or delayed a Redemption as provided in Section 10.01(c11.01(d), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.):

Redemption Right of a Member. (a) Notwithstanding any provision to the contrary in this Agreement and without Without the need for approval by the Managing Member or consent by any other Members, each Non-Pubco Member shall be entitled to cause the Company to redeem (a “Redemption,”) all or any portion of its LLC Units that are not subject to vesting (the “Redemption Right”) at any time; provided that the Managing Member may force a Member to exercise its Redemption Right at any time following the expiration of such a contractual lock-up period if such member holds fewer than 100,000 4,000 LLC Units. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubcoand Pubco in substantially the form of Exhibit A attached hereto; provided, that any Member Exchange Notice (as defined in the Aggregator Management Holdings LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) 9.01 of the Aggregator Management Holdings LLC Agreement shall constitute a Redemption Notice hereunder. The Redemption Notice shall specify the number of LLC Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem (provided, that absent a waiver by the Managing Member or anything to the contrary in Section 9.01 of the Management Holdings LLC Agreement, any such Redemption is for a minimum of the lesser of 4,000 LLC Units or all of the LLC Units held by such Redeeming Member) and a date, not less than ten five (105) Business Days nor more than thirteen ten (1310) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided that the Company, Pubco and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further that a Redemption Notice may be conditioned by the Redeeming Member on the closing of an underwritten or non-underwritten distribution or sale of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless the Redeeming Member has timely delivered a Retraction Notice as provided in Section 10.01(b) or has revoked or delayed a Redemption as provided in Section 10.01(c), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.

Redemption Right of a Member. 11.1.1 Each Member (a) Notwithstanding any provision to the contrary in this Agreement and without the need for approval by other than the Managing Member or consent by any other Members, each Non-Pubco Member and its Subsidiaries) shall be entitled to cause the Company to redeem (a “Redemption,”) all its Common Units in whole or any portion of its Units in part (the “Redemption Right”) at any time; provided that time and from time to time and, to the extent applicable to such Member, following the waiver or expiration of the Lock-Up Period (as defined in the Lock-Up Agreement), relating to the shares of the Managing Member that may force a Member be applicable to exercise its Redemption Right at any time following the expiration of such contractual lock-up period if such member holds fewer than 100,000 LLC UnitsMember. A Member desiring to exercise its Redemption Right (the each, a “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy copies to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunderManaging Member. The Redemption Notice shall specify the number of Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than ten three (103) Business Days nor more than thirteen ten (1310) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided provided, that the Company, Pubco the Managing Member and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further provided, further, that a the Redemption Notice may be conditioned (including as to timing) by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless Subject to Section 11.3 and unless the Redeeming Member has timely delivered a Retraction Notice as provided in Section 10.01(b) or has revoked or delayed a Redemption as provided in Section 10.01(c)11.1.2, on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.):

Redemption Right of a Member. (a) Notwithstanding any provision Subject to the contrary terms and conditions in this Agreement and Section 11.01 hereof (including, without limitation, the need for approval by the Managing Member or consent by any other Memberslimitations set forth in Section 11.01(a)(iv)), each Non-Pubco Member (other than the Corporation and its Subsidiaries) shall be entitled to cause the Company to redeem (a “Redemption,”) all or any portion of its Common Units (excluding, for the avoidance of doubt, any Common Units that the Transfer of which is prohibited pursuant to Section 10.07(b) or Section 10.07(c) of this Agreement) in whole or in part (the “Redemption Right”) at any time; provided that the Managing Member may force a Member time and from time to exercise its Redemption Right at any time following the expiration earlier of such contractual lock-up period if such member holds fewer than 100,000 LLC Units(x) the date that is the six (6)-month anniversary of the Closing Date and (y) the date after the closing on which the Corporation consummates a Change of Control Transaction that results in all of the Corporation’s stockholders having the right to exchange their Class A Common Stock for cash, securities or other property. A Member desiring to exercise its Redemption Right (the each, a “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunderCorporation. The Redemption Notice shall specify the number of Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than ten (10) three Business Days nor more than thirteen (13) ten Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member Board of Managers in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided that that, the Company, Pubco the Corporation and the Redeeming Member may change the number of Redeemed Units and/or or the Redemption Date specified in such Redemption Notice to another number and/or or date by mutual agreement signed in writing by each of them; provided further provided, further, that in the event the Redemption Date occurs in a Restricted Taxable Year, the Redemption Notice may Date must be conditioned by a Quarterly Redemption Date not less than sixty (60) days after delivery of the applicable Redemption Notice. Subject to Section 11.03 and unless the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless the Redeeming Member timely has timely delivered a Retraction Notice as provided in Section 10.01(b11.01(c) or has revoked or delayed a Redemption as provided in Section 10.01(c11.01(d), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.):

Redemption Right of a Member. (a) Notwithstanding Subject to (i) the terms of any provision Trading Policy (including any Black-Out Period contained therein) and (ii) the waiver or expiration of any contractual lock-up period relating to the contrary in this Agreement and without shares of PubCo (or any corresponding Units) that may be applicable to such Member (including pursuant to the need for approval by the Managing Member or consent by any other MembersGovernance Agreement), each Non-Pubco Member (other than PubCo) shall be entitled to cause the Company to redeem (a “Redemption,”) all its Common Units (excluding any Common Units that are subject to vesting conditions or any portion of its Units subject to Transfer limitations pursuant to this Agreement or an applicable Award Agreement or Equity Incentive Plan) in whole or in part (the “Redemption Right”) at any time and from time to time; provided that the Managing Member may force a Member to exercise its Redemption Right at any time following the expiration of such contractual lock-up period if such member holds fewer than 100,000 LLC Units. A Member desiring to exercise its Redemption Right (the a “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company Company, with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunderPubCo. The Redemption Notice shall specify (i) the number of Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than ten two (102) Business Days nor more than thirteen ten (1310) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided that ) and (ii) if the Company, Pubco and Redeemed Units are to be issued other than in the name of the Redeeming Member may change Member, the number name(s) of Redeemed Units and/or the Redemption Date specified Person(s) in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further that a Redemption Notice may be conditioned by the Redeeming Member whose name or on the closing of an underwritten distribution of whose order the shares of Class A Common Stock are to be issued; provided, that (A) if, as of the date of the Redemption Notice, the sum of (x) the aggregate amount of PubCo’s cash balance plus (y) the aggregate amount of any outstanding loans made by PubCo to the Company pursuant to the Cash Management Policy exceeds One Hundred Million Dollars ($100,000,000) (as determined by the Managing Member in good faith), then the Redemption Date shall be deemed to be the date that is thirty (30) days following the date of the Election Notice (as defined below) and (B) the Redemption Notice may specify that the Redemption is to be issued contingent (including as to the timing) upon the consummation of a purchase by another Person (whether in connection with such proposed Redemption. Unless a tender or exchange offer, an underwritten offering or otherwise) of the Share Settlement into which the Redeemed Units are exchangeable, or contingent (including as to timing) upon the closing of an announced merger, consolidation or other transaction or event in which the Share Settlement would be exchanged or converted or become exchangeable for or convertible into cash or other securities or property; provided, further that the Redeeming Member has timely delivered a Retraction Notice as provided in Section 10.01(b) may withdraw or has revoked or delayed amend a Redemption Notice, in whole or in part, prior to the effectiveness of the Redemption, at any time prior to 5:00 p.m. New York City time, on the Business Day immediately preceding the Redemption Date (or any such later time as provided in Section 10.01(cmay be required by applicable Law) by delivery of a written notice of withdrawal to the Company (with a copy to PubCo), specifying (1) the number of withdrawn Units, (2) if any, the number of Units as to which the Redemption Notice remains in effect and (3) if the Redeeming Member so determines, a new Redemption Date or any other new or revised information permitted in the Redemption Notice. Following receipt of the Redemption Notice, and in any event at least one (1) Business Day prior to the Redemption Date, PubCo shall deliver to the Redeeming Member a notice specifying whether it elects to settle the Redemption with a Share Settlement or a Cash Settlement (an “Election Notice”). If the Election Notice specifies a Cash Settlement, then on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.):

Redemption Right of a Member. 11.1.1 Each Member (a) Notwithstanding any provision to the contrary in this Agreement and without the need for approval by other than the Managing Member or consent by any other Members, each Non-Pubco Member and its Subsidiaries) shall be entitled to cause the Company to redeem (a “Redemption,”) all its Class B Units in whole or any portion of its Units in part (the “Redemption Right”) at any time; provided that time and from time to time following the waiver or expiration of the Lock- Up Period (as defined in the bylaws of the Managing Member), relating to the shares of the Managing Member that may force a Member be applicable to exercise its Redemption Right at any time following the expiration of such contractual lock-up period if such member holds fewer than 100,000 LLC UnitsMember, subject to Section 8.5. A Member desiring to exercise its Redemption Right (the each, a “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunderManaging Member. The Redemption Notice shall specify the number of Class B Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than ten three (103) Business Days nor more than thirteen ten (1310) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided provided, that the Company, Pubco the Managing Member and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further provided, further, that if the Redemption Date for any Redemption with respect to which the Managing Member does not elect to provide a Cash Settlement falls within any Black-Out Period, then the Redemption Notice shall occur on the next Business Day following the end of such Black-Out Period; provided, further, that in the event the Managing Member elects a Share Settlement, the Redemption may be conditioned (including as to timing) by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption; provided, further, that to the extent a Redemption is made in connection with the Redeeming Member’s proper exercise of its rights to participate in a Piggyback Registration pursuant to Section 3(a) of the Registration Rights Agreement, the Redemption Date shall be the date on which the offering with respect to such Piggyback Registration is completed. Unless the Redeeming Member has timely delivered a Retraction Notice as provided in Section 10.01(b) or has revoked or delayed a Redemption as provided in Section 10.01(c)11.1.4, on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) ): 11.1.1.1 the Redeeming Member shall transfer Transfer and surrender the Redeemed Units to the Companysurrender, free and clear of all Liens, liens and (ii) encumbrances the Redeemed Units to the Company shall (x) cancel including any certificates representing the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) Units if the Units they are certificated); 11.1.1.2 the Managing Member shall, issue to in accordance with Section 6.2(a) of the Redeeming Member a certificate for a number Certificate of Units equal to Incorporation of the difference (if any) between the number Managing Member, select one share of Units evidenced by the certificate surrendered Class C Common Stock held by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) for each Redeemed Unit, which share will automatically and the Redeemed Units.without further

Redemption Right of a Member. (a) Notwithstanding Each Member (other than the Corporation and its Subsidiaries) and each LLC Optionee (in connection with its exercise of an LLC Option), from and after the expiration of any provision contractual lock-up period relating to the contrary in this Agreement and without shares of the need for approval by the Managing Member or consent by any other Members, each Non-Pubco Corporation that may be applicable to such Member shall be entitled to cause the Company to redeem (a “Redemption,”) all its Common Units (excluding, for the avoidance of doubt, any Common Units that are subject to vesting conditions) in whole or any portion of its Units in part (the “Redemption Right”) at any time); provided provided, however, that the Managing Redemption is for at least the Minimum Redemption Number; provided, further, that in the case of a Restricted Fiscal Year such Member may force a Member to only exercise its Redemption Right at any time following on the expiration of such contractual lock-up period if such member holds fewer than 100,000 LLC UnitsQuarterly Redemption Date. A Member or LLC Optionee desiring to exercise its Redemption Right (the each, a “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunderCorporation. The Redemption Notice shall specify the number of Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, (i) not less than five (5) Business Days nor more than ten (10) Business Days nor more than thirteen (13) Business Days after delivery of such Redemption Notice for a Redemption that occurs in a taxable year that is not a Restricted Fiscal Year or (ii) for a Quarterly Redemption Date for any Redemption that occurs in a Restricted Fiscal Year not less than sixty (60) days after delivery of the applicable Redemption Notice (unless and to the extent that the Managing Member Manager in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided that provided, however, that, the Company, Pubco the Corporation and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further provided, further, that in the event the Corporation elects a Share Settlement, the Redemption Notice may be conditioned (including as to timing) by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless Subject to Section 11.03 and unless the Redeeming Member timely has timely delivered a Retraction Notice as provided in Section 10.01(b11.01(c) or has revoked or delayed a Redemption as provided in Section 10.01(c11.01(d), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.):

Redemption Right of a Member. (a) Notwithstanding any provision to the contrary in this the Agreement but subject to the terms of Section 10.08 and any other agreement between such Member and the Company, Pubco or any of their controlled Affiliates, and without the need for approval by the Managing Member or consent by any other Members, each Non-Member (other than the Pubco Member Members) shall be entitled to cause the Company to redeem (a “Redemption,” and, together with a Direct Exchange, as defined below, an “Exchange”) all or any portion of its Units (the “Redemption Right”) at any timetime following the expiration of any contractual lock-up period relating to the shares of Pubco that may be applicable to such Member; provided that the Managing Member may force a Member to exercise its Redemption Right at any time following the expiration of such contractual lock-up period if such member Member holds fewer than 100,000 ten thousand (10,000) LLC Units. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined in the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunder. The Redemption Notice shall specify the number of Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date, not less than ten (10) Business Days nor more than thirteen (13) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided that the Company, Pubco and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further that a Redemption Notice may be conditioned by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless the Redeeming Member has timely delivered a Retraction Notice as provided in Section 10.01(b) or has revoked or delayed a Redemption as provided in Section 10.01(c), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) ), if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units. Upon the Exchange of 38 any Redeemed Units, an equal number of Class B Common Stock or Class C Common Stock, as applicable, held by the Redeeming Member shall be cancelled.

Redemption Right of a Member. (a) Notwithstanding any provision to the contrary in this Agreement and without Without the need for approval by the Managing Member or consent by any other Members, each Non-Pubco Member shall be entitled to cause the Company to redeem (a “Redemption,”) all or any portion of its LLC Units (the “Redemption Right”) at any time; provided that the Managing Member may force a Member to exercise its Redemption Right at any time following the expiration of such contractual lock-up period if such member holds fewer than 100,000 50,000 LLC Units. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to Pubco; provided, that any Member Exchange Notice (as defined and Pubco in substantially the Aggregator LLC Agreement) which occurs pursuant to Section 6.2(b)(iii) form of the Aggregator LLC Agreement shall constitute a Redemption Notice hereunderExhibit A attached hereto. The Redemption Notice shall specify the number of LLC Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem (provided, that absent a waiver by the Managing Member, any such Redemption is for a minimum of the lesser of 50,000 LLC Units or all of the LLC Units held by such Redeeming Member) and a date, not less than ten three (103) Business Days nor more than thirteen ten (1310) Business Days after delivery of such Redemption Notice (unless and to the extent that the Managing Member in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date”); provided that the Company, Pubco and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further that a Redemption Notice may be conditioned by the Redeeming Member on the closing of an underwritten distribution of the shares of Class A Common Stock that may be issued in connection with such proposed Redemption. Unless the Redeeming Member has timely delivered a Retraction Notice as provided in Section 10.01(b) or has revoked or delayed a Redemption as provided in Section 10.01(c), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (i) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all Liens, and (ii) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 10.01(b), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (i) of this Section 10.01(a) and the Redeemed Units.WEIL:\98138660\9\68083.0004