Common use of Units; Admission of Members Clause in Contracts

Units; Admission of Members. (a) Effective upon the Reorganization, pursuant to the Reorganization Agreement, (i) the Company hereby establishes a new class of Common Units consisting of one Class M Common Unit having the terms set forth herein, and issues such Class M Common Unit to Pubco (as Managing Member) as set forth on Schedule A (the “Member Schedule”) and (ii) the Company hereby establishes a new class of Nonvoting Common Units having the terms set forth herein. All Membership Interests (as defined in the Initial LLC Agreement) outstanding as of immediately prior to the Effective Time, all of which are held by Holdings, shall be reclassified into the number of Nonvoting Common Units, in the aggregate, set forth opposite Holdings’ name on the Member Schedule. The Member Schedule shall be maintained by the Managing Member on behalf of the Company in accordance with this Agreement and the Managing Member shall promptly deliver a copy of the Member Schedule to any Member that so requests. When any Units or other Equity Securities of the Company are issued, repurchased, redeemed, converted or Transferred in accordance with this Agreement, the Member Schedule shall be amended by the Managing Member to reflect such issuance, repurchase, redemption or Transfer, the admission of additional or substitute Members and the resulting Percentage Interest of each Member. Following the date hereof, no Person shall be admitted as a Member and no additional Units shall be issued except as expressly provided herein.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (vTv Therapeutics Inc.), Limited Liability Company Agreement (vTv Therapeutics Inc.)

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Units; Admission of Members. (a) Immediately after the Effective upon the ReorganizationTime, pursuant to the Reorganization Master Transaction Agreement, (i) the Company hereby establishes a new class of Common Units consisting of one Class M Voting Common Unit having the terms set forth herein, and issues such Class M Voting Common Unit to Pubco (as Managing Member) as set forth on Schedule A (the “Member Schedule”) and (ii) the Company hereby establishes a new class of Nonvoting Common Units having the terms set forth herein. All Membership Interests (as defined limited liability company interests in the Initial LLC Agreement) Company outstanding as of immediately prior to the Effective Time, all of which are held by Holdings, shall be reclassified into the number of Nonvoting Common Units, and the Company hereby issues Nonvoting Common Units to Pubco, in the aggregateeach case, as set forth opposite Holdings’ name on the Member Schedule. The Member Schedule shall be maintained by the Managing Member Officers on behalf of the Company in accordance with this Agreement Agreement, and the Managing Member Board shall promptly deliver a copy of the Member Schedule to any Member that so requests. When any Units or other Equity Securities of the Company are issued, repurchased, redeemed, converted or Transferred in accordance with this Agreement, the Member Schedule shall be amended by the Managing Member Officers to reflect such issuance, repurchase, redemption or Transfer, the admission of additional Additional Members or substitute Substitute Members and the resulting Economic Percentage Interest of each Member. Following the date hereof, no Person shall be admitted as a Member and no additional Units shall be issued except as expressly provided herein.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Bellring Brands, Inc.)

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Units; Admission of Members. (a) Immediately after the Effective upon the ReorganizationTime, pursuant to the Reorganization Master Transaction Agreement, (i) the Company hereby establishes a new class of Common Units consisting of one Class M Voting Common Unit having the terms set forth herein, and issues such Class M Voting Common Unit to Pubco (as Managing Member) as set forth on Schedule A (the “Member Schedule”) and (ii) the Company hereby establishes a new class of Nonvoting Common Units having the terms set forth herein. All Membership Interests (as defined limited liability company interests in the Initial LLC Agreement) Company outstanding as of immediately prior to the Effective Time, all of which are held by Holdings, shall be reclassified into the number of 97,474,180 Nonvoting Common Units, and the Company hereby issues 39,428,571 Nonvoting Common Units to Pubco, in the aggregateeach case, as set forth opposite Holdings’ name on the Member Schedule. The Member Schedule shall be maintained by the Managing Member Officers on behalf of the Company in accordance with this Agreement Agreement, and the Managing Member Board shall promptly deliver a copy of the Member Schedule to any Member that so requests. When any Units or other Equity Securities of the Company are issued, repurchased, redeemed, converted or Transferred in accordance with this Agreement, the Member Schedule shall be amended by the Managing Member Officers to reflect such issuance, repurchase, redemption or Transfer, the admission of additional Additional Members or substitute Substitute Members and the resulting Economic Percentage Interest of each Member. Following the date hereof, no Person shall be admitted as a Member and no additional Units shall be issued except as expressly provided herein.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Bellring Brands, Inc.)

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