LIMITED LIABILITY COMPANY AGREEMENT OF 111 WEST 57TH INVESTMENT, LLCLimited Liability Company Agreement • March 30th, 2015 • Ambase Corp • Operators of nonresidential buildings • Delaware
Contract Type FiledMarch 30th, 2015 Company Industry JurisdictionThis Second Amended and Restated Limited Liability Company Agreement (this "Agreement") of 111 West 57th Investment, LLC, a Delaware limited liability company (the "Company"), dated as of December 19, 2014 (the "Effective Date"), by and among the Company, AmBase Corporation, a Delaware corporation (the "Managing Member") and Richard A. Bianco, an individual residing in Boca Raton, FL (the "Promote Member") and 111 West 57th Capital LLC, a Delaware limited liability company (the "Capital Member"). The Managing Member, the Promote Member, the Capital Member and any other Members admitted from time to time in accordance with the terms hereof are each individually referred to herein as a "Member", and collectively referred to herein as the "Members". The Managing Member and the Capital Member are sometimes referred to herein as the "Contributing Members". Certain capitalized terms used herein shall have the meanings set forth in Section 19 hereof.