Units Members Sample Clauses

The "UNITS; MEMBERS" clause defines the structure and ownership of a company by specifying the types and allocation of ownership units and identifying the members who hold them. Typically, this clause outlines how units are issued, transferred, or redeemed, and may detail the rights and obligations associated with membership, such as voting power or profit sharing. Its core function is to establish clear rules for ownership and membership, thereby preventing disputes and ensuring all parties understand their interests and roles within the company.
Units Members. Subject to Section 13.01 and Section 13.02, the Manager shall have the authority to issue, on behalf of the Company and subject to the remainder of this Section 3.02, an unlimited number of Units. The identity of all of the Members as of the Effective Date and their respective Commitment Amounts, Commitment Ratios and Remaining Commitment Amounts, the number and issue date of the Units held by each Member, and the Sharing Percentage of each Member are reflected on Exhibit A, which shall be amended as necessary by the Manager to reflect any changes in such information. Units may be issued, and the Persons to whom such Units are issued, if not already Members, may be admitted as additional Members only after, in each case (i) the approval of the Manager and (ii) such Person executes an Adoption Agreement and any other agreements and instruments in such form and substance as the Manager may deem necessary or desirable to effect such admission. The Company shall amend Exhibit A from time to time solely with the approval of the Manager so that it reflects a true and complete list of the Members, their respective Commitment Amounts, Commitment Ratios and Remaining Commitment Amounts, the number and issue date of the Units held by each Member and the Sharing Percentage of each Member.
Units Members. (a) Each Member’s ownership interest in the Company shall be represented by Units, which may be divided into one or more types, classes or series, or subseries of any type, class or series, with each type, class or series, or subseries thereof, having the rights and privileges, set forth in this Agreement. At the Restatement Date, the Units will be comprised of Class A Common Units and Class B Common Units. (b) Subject to Article IV, the Manager may cause the Company to authorize and issue from time to time additional Class A Common Units and create, authorize and issue such other Units or other Equity Securities of any type, class or series, in each case, having the designations, preferences and/or special rights as may be determined by the Manager. Such Units or other Equity Securities may be issued pursuant to such agreements as the Manager shall approve in its discretion. (c) The Company shall maintain a schedule setting forth the name and address of each Member and the number and type, class or series of Units or other Equity Securities held by each Member (such schedule, the “Member Schedule”). The applicable Member Schedule in effect as of the Restatement Date, after giving effect to the Recapitalization, the Blocker Merger and the other transactions described in Section 3.02, is set forth as Schedule 2 to hereto (provided, for the avoidance of doubt, that the number of Class A Common Units set forth on Schedule 2 shall include the Class A Common Units issued to PubCo pursuant to the IPO Common Unit Subscription Agreement and is net of any Class A Common Units purchased by PubCo from the Pre-IPO Members). The Member Schedule shall be maintained by the Manager on behalf of the Company in accordance with this Agreement. When any Units or other Equity Securities of the Company are issued, repurchased, redeemed or Transferred in accordance with this Agreement, the Member Schedule shall be amended by the Manager to reflect such issuance, repurchase, redemption or Transfer, and the admission of Additional Members or Substitute Members. Following the date hereof, no Person shall be admitted as a Member and no additional Units shall be issued except as expressly provided herein. (d) Unless the Manager otherwise directs, Units will not be represented by certificates. If the Manager determines that one or more Units shall be certificated, each such certificate shall be signed by or in the name of the Company, by the Chief Executive Officer, Chief Financial Of...
Units Members. 13 5.1 Classes of Members 13 5.2 Admission of Additional Members 13 5.3 Withdrawals or Resignations 13 5.4 Payments to Members 14 5.5 Intentionally Deleted 14 5.6 Loans and Other Transactions with the Company 14 5.7 Meetings of Members 14 5.8 Business Activities of Members; Confidentiality 15 5.9 Members Are Not Agents 17
Units Members 

Related to Units Members

  • Units Interests in the Partnership shall be represented by Units. The Units initially are comprised of one Class: Class A Units. The General Partner may establish, from time to time in accordance with such procedures as the General Partner shall determine from time to time, other Classes, one or more series of any such Classes, or other Partnership securities with such designations, preferences, rights, powers and duties (which may be senior to existing Classes and series of Units or other Partnership securities), as shall be determined by the General Partner, including (i) the right to share in Profits and Losses or items thereof; (ii) the right to share in Partnership distributions; (iii) the rights upon dissolution and liquidation of the Partnership; (iv) whether, and the terms and conditions upon which, the Partnership may or shall be required to redeem the Units or other Partnership securities (including sinking fund provisions); (v) whether such Unit or other Partnership security is issued with the privilege of conversion or exchange and, if so, the terms and conditions of such conversion or exchange; (vi) the terms and conditions upon which each Unit or other Partnership security will be issued, evidenced by certificates and assigned or transferred; (vii) the method for determining the Total Percentage Interest as to such Units or other Partnership securities; and (viii) the right, if any, of the holder of each such Unit or other Partnership security to vote on Partnership matters, including matters relating to the relative designations, preferences, rights, powers and duties of such Units or other Partnership securities. Except as expressly provided in this Agreement to the contrary, any reference to “Units” shall include the Class A Units and any other Classes that may be established in accordance with this Agreement. All Units of a particular Class shall have identical rights in all respects as all other Units of such Class, except in each case as otherwise specified in this Agreement.