Common use of Series of Units Clause in Contracts

Series of Units. An initial series of Units (the "Initial Series") will be issued on the initial closing date. The initial purchase price per Unit for the Initial Series of Units shall be $100. The Managing Member may, at any time and from time to time, in its sole discretion, elect to raise additional capital for the Company from Members and from new subscribers on such terms and conditions as may be determined by the Managing Member in its sole discretion. Generally, a new series of Units will be issued on each date an existing Member makes an additional Capital Contribution in accordance with Section 4.02 and on each date a new Member is admitted to the Company in accordance with Section 3.03, except that the Managing Member may issue additional Units of an existing series provided that such issuance does not have an adverse effect on the NAV or Prior High NAV (as defined in Section 4.05(b)(i)) of the Units of any Member. Each Unit will carry equal rights and privileges with each other Unit of the same series. Units issued at the beginning of any fiscal year will be offered at the then current NAV per Unit of the Initial Series if such Initial Series is at or above its Prior High NAV per Unit. If the Initial Series is not at or above its Prior High NAV per Unit, Units will be issued in the next offered series that is at or above its Prior High NAV. If no series of Units is at or above its Prior High NAV at such time, such additional Units will be issued as a separate series at a price per Unit determined by the Managing Member, in its sole discretion. Fractions of Units may be issued to one ten-thousandth of a Unit.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Goldman Sachs Hedge Fund Partners Ii LLC), Limited Liability Company Agreement (Goldman Sachs Hedge Fund Partners LLC), Limited Liability Company Agreement (Goldman Sachs Hedge Fund Partners LLC)

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Series of Units. An initial series of Units (the "Initial Series") will be issued on the initial closing date. The initial purchase price per Unit for the Initial Series of Units shall be $100. The Managing Member may, at any time and from time to time, in its sole discretion, elect to raise additional capital for the Company from Members and from new subscribers on such terms and conditions as may be determined by the Managing Member in its sole discretion. Generally, a new series of Units will be issued on each date an existing Member makes an additional Capital Contribution in accordance with Section 4.02 and on each date a new Member is admitted to the Company in accordance with Section 3.03, except that the Managing Member may issue additional Units of an existing series, or Units of a new series at an initial purchase price other than $100, provided that any such issuance does not have an a material adverse effect on the NAV or Prior High NAV (as defined in Section 4.05(b)(i)) of the Units of any Member. Each Unit will carry equal rights and privileges with each other Unit of the same series. Units issued at the beginning of any fiscal year will be offered at the then current NAV per Unit of the Initial Series if such Initial Series is at or above its Prior High NAV per Unit. If the Initial Series is not at or above its Prior High NAV per Unit, Units will be issued in the next offered series that is at or above its Prior High NAV. If no series of Units is at or above its Prior High NAV at such time, such additional Units will be issued as a separate series at a price per Unit determined by the Managing Member, in its sole discretion. Fractions of Units may be issued to one ten-thousandth of a Unit.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Goldman Sachs Hedge Fund Partners Ii LLC), Limited Liability Company Agreement (Goldman Sachs Hedge Fund Partners Ii LLC), Limited Liability Company Agreement (Goldman Sachs Hedge Fund Partners Ii LLC)

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Series of Units. An initial series of Units (the "Initial Series") will be issued on the initial closing date. The initial purchase price per Unit for the Initial Series of Units shall be $100. The Managing Member may, at any time and from time to time, in its sole discretion, elect to raise additional capital for the Company from Members and from new subscribers on such terms and conditions as may be determined by the Managing Member in its sole discretion. Generally, a new series of Units will be issued on each date an existing Member makes an additional Capital Contribution in accordance with Section 4.02 and on each date a new Member is admitted to the Company in accordance with Section 3.03, except that the Managing Member may issue additional Units of an existing series provided that such issuance does not have an adverse effect on the NAV or Prior High NAV (as defined in Section 4.05(b)(i)) of the Units of any Member. Each Unit will carry equal rights and privileges with each other Unit of the same series. Units issued at the beginning of any fiscal year will be offered at the then current NAV per Unit of the Initial Series if such Initial Series is at or above its Prior High NAV per Unit. If the Initial Series is not at or above its Prior High NAV per Unit, Units will be issued in the next offered series that is at or above its Prior High NAV. If no series of Units is at or above its Prior High NAV at such time, such additional Units will be issued as a separate series at a price per Unit determined by the Managing Member, in its sole discretion. Fractions of Units may be issued to one ten-thousandth of a Unit.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Goldman Sachs Hedge Fund Partners LLC)

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