Establishment of Series. Subject to the provisions of this Agreement, the Managing Member may, at any time and from time to time and in compliance with paragraph (c), cause the Company to establish in writing (each, a Series Designation) one or more series as such term is used under Section 18-215 of the Delaware Act (each a Series). The Series Designation shall relate solely to the Series established thereby and shall not be construed: (i) to affect the terms and conditions of any other Series, or (ii) to designate, fix or determine the rights, powers, authority, privileges, preferences, duties, responsibilities, liabilities and obligations in respect of Interests associated with any other Series, or the Members associated therewith. The terms and conditions for each Series established pursuant to this Section shall be as set forth in this Agreement and the Series Designation, as applicable, for the Series. Upon approval of any Series Designation by the Managing Member, such Series Designation shall be attached to this Agreement as an Exhibit until such time as none of such Interests of such Series remain Outstanding.
Establishment of Series. (a) There is hereby created a series of Securities to be known and designated as the "3.375% Convertible Senior Notes due 2023, Series B" to be issued in an initial aggregate principal amount of up to $150,000,000. Additional Securities, without limitation as to amount, having substantially the same terms as the 2023 Notes (except a different issue date, issue price and bearing interest from the last Interest Payment Date to which interest has been paid or duly provided for on the 2023 Notes, and, if no interest has been paid, from December 16, 2004), may also be issued by the Issuer pursuant to the Indenture without the consent of the existing Holders of the 2023 Notes. Such additional Securities shall be part of the same series as the 2023 Notes. The Stated Maturity of the 2023 Notes is July 15, 2023; the principal amount of the 2023 Notes shall be payable on such date unless the 2023 Notes are earlier redeemed, purchased or converted in accordance with the terms of the Indenture.
(b) The 2023 Notes will bear interest from the Original Issue Date, or from the most recent date to which interest has been paid or duly provided for on the Original 2023 Notes, at the rate of 3.375% per annum stated therein until the principal thereof is paid or made available for payment. Interest will be payable semiannually on each Interest Payment Date and at Maturity, as provided in the form of the 2023 Note in Section 2.03 hereof.
(c) The Record Date referred to in Section 2.3(f)(4) of the Indenture for the payment of the interest on any 2023 Note payable on any Interest Payment Date (other than at Maturity) shall be the 1st day of the calendar month in which such Interest Payment Date occurs (whether or not a Business Day) except that the Record Date for interest payable at Maturity shall be the date of Maturity.
(d) The payment of the principal of, premium (if any) and interest on the 2023 Notes shall not be secured by a security interest in any property.
(e) The 2023 Notes shall be purchased by the Issuer at the option of the Holders thereof as provided in Article III, Article IV and Article V hereof.
(f) The 2023 Notes shall be convertible in accordance with the terms of this Sixteenth Supplemental Indenture.
(g) The 2023 Notes will not be subordinated to the payment of Senior Debt.
(h) The Issuer will not pay any additional amounts on the 2023 Notes held by a Person who is not a U.S. person (as defined in Regulation S) in respect of any tax, assessment or government...
Establishment of Series. The Trust created hereby shall consist of one or more Series and separate and distinct records shall be maintained by the Trust of each Series and the assets associated with any such Series shall be held and accounted for separately from the assets of the Trust or any other Series. The Trustees shall have full power and authority, in their sole discretion, and without obtaining any prior authorization or vote of the Shareholders of any Series of the Trust, to establish and designate and to change in any manner such Series of Shares or any classes of initial or additional Series and to fix such preferences, voting powers, rights and privileges of such Series or classes thereof as the Trustees may from time to time determine, to divide and combine the Shares or any Series or classes thereof into a greater or lesser number, to classify or reclassify any issued Shares or any Series or classes thereof into one or more Series or classes of Shares, to abolish any one or more Series or classes of Shares or to take such other action with respect to the Shares as the Trustees may deem desirable. The establishment and designation of any Series shall be effective upon the adoption of a resolution by a majority of the Trustees setting forth such establishment and designation and the relative rights and preferences of the Shares of such Series. A Series may issue any number of Shares and need not issue shares. All references to Shares in this Trust Instrument shall be deemed to be Shares of any or all Series, or classes thereof, as the context may require. All provisions herein relating to the Trust shall apply equally to each Series of the Trust, and each class thereof, except as the context otherwise requires. Each Share of a Series of the Trust shall represent an equal beneficial interest in the net assets of such Series. Each holder of Shares of a Series shall be entitled to receive his pro rata share of distributions of income and capital gains, if any, made with respect to such Series. Upon redemption of his Shares, such Shareholder shall be paid solely out of the funds and property of such Series of the Trust.
Establishment of Series. Shares of the Fund are of a single class; however, Shares may be divided into additional series ("Series") that may be established from time to time by action of the Trustees of the Fund. If the context requires and unless otherwise specifically provided herein, the term "Fund" as used in this Agreement shall mean in addition each separate Series currently existing or subsequently created, and the term "Shares" shall mean all shares of beneficial interest of the Fund, whether of a single class or divided into separate Series of the Fund currently existing or hereinafter created.
Establishment of Series. Pursuant to Section 18-215 of the Act and the Limited Liability Company Agreement of the Parent LLC (the “Parent LLC Agreement”), the Parent LLC is authorized to establish separate members and limited liability company interests with separate and distinct rights, powers, duties, obligations, businesses, and objectives (each a “Series”). The Fund is hereby established as a Series under the Parent LLC Agreement. The Series created hereby, and the rights and obligations of the Members of the Series will be governed by this Agreement. In the event of any inconsistency between this Agreement and the Parent LLC Agreement, this Agreement will control. The debts, liabilities, obligations, and expenses incurred, with respect to the Fund will be enforceable against the assets of the Fund only and not against the assets of the Parent LLC generally or any other Series of the Parent LLC, and, unless expressly set forth in this Agreement, none of the debts, liabilities, obligations, and expenses incurred, contracted for or otherwise existing with respect to the Parent LLC generally or any other Series of the Parent LLC will be enforceable against the assets of the Fund. A Person participating as a member in one Series will have no rights or interest with respect to any other Series, other than through that Person’s interest in association with that Series as independently acquired by that Person. This Agreement and all provisions herein will be interpreted in a manner to give full effect to the separate and distinct existence of each Series. The Administrator shall take reasonable and necessary steps to implement the provisions of this paragraph. The Fund will be dissolved, and its affairs wound up pursuant to the provisions of this Agreement. The dissolution and termination of the Fund will not, in and of itself, cause or result in the dissolution or termination of the Parent LLC or any other Series.
Establishment of Series. 1. The Manager has formed the Company as a series of a limited liability company pursuant to the provisions of the Act. The Company commenced upon its creation as a Series pursuant to paragraph 1.6(c) of this Agreement. The execution, delivery and filing of the Certificate of Formation of the Master LLC, and all actions taken in connection with the formation of the Company, are hereby adopted, approved, ratified and confirmed by the Members.
2. Pursuant to Section 18-215(b) of the Act and the Operating Agreement, as it may be amended from time to time (the “Master LLC Agreement”) of Wefunder Portfolio, LLC, a Delaware limited liability company (the “Master LLC”), the Master LLC is authorized and empowered to establish separate members and limited liability company interests with separate and distinct rights, powers, duties, obligations, businesses and objectives (each a “Series” ) . Notice is hereby given that the Company is hereby established as a Series under the Master LLC Agreement. The Series created hereby and the rights and obligations of the Members of the Series admitted hereunder shall be governed by this Agreement. In the event of any inconsistency between this Agreement and the Master LLC Agreement, this Agreement shall control. The debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to the Company shall be enforceable against the assets of the Company only and not against the assets of the Master LLC generally or any other Series thereof, and, unless otherwise provided in this Agreement, none of the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to the Master LLC generally or any other Series thereof shall be enforceable against the assets of the Company. A Member participating in one Series shall have no rights or interest with respect to any other Series, other than through such Member’s interest in such Series independently acquired by such Member. This Agreement and all provisions herein shall be interpreted in a manner to give full effect to the separateness of each Series. The Manager shall take such reasonable steps as are necessary to implement the foregoing provisions of this paragraph 1.
Establishment of Series. The Trust created hereby shall consist of one or more Series. The Trustees shall have full power and authority, in their sole discretion, and without obtaining any prior authorization or vote of the Shareholders of any Series of the Trust, to establish and designate and to change in any manner such Series of Shares or any classes of initial or additional Series and to fix such preferences, voting powers, rights and privileges of such Series or classes thereof as the Trustees may from time to time determine, to divide and combine the Shares or any Series or classes thereof into a greater or lesser number, to classify or reclassify any Shares of the Trust or any Series or class into Shares of one or more Series or classes (whether the Shares to be classified or reclassified are issued and outstanding or unissued and whether such Shares constitute part or all of the Shares of the Trust or such Series or class), to abolish any one or more Series or classes of Shares or to take such other action with respect to the Shares as the Trustees may deem desirable. The establishment of any Series or class thereof shall be effective upon the adoption by the Trustees of a resolution that sets forth the designation of, or otherwise identifies, such Series or class, whether directly in such resolution or by reference to, or approval of, another document that sets forth the designation of, or otherwise identifies, such Series or class including any Registration Statement of the Trust, any amendment and/or restatement of this Trust Agreement or as otherwise provided in such resolution. The relative rights and preferences of each Series and each class thereof shall be as set forth herein and as set forth in any Registration Statement relating thereto, unless otherwise provided in the resolution establishing such Series or class. A Series may issue any number of Shares and need not issue Shares. The Trustees shall have the authority, without the approval of the Shareholders of the Trust or any Series or class thereof unless otherwise required by applicable federal law, (a) to combine the assets and liabilities held with respect to any two or more Series or classes into assets and liabilities held with respect to a single Series or class and in connection therewith to cause the Shareholders of each such Series or class to become Shareholders of such single Series or class and (b) to divide the assets and liabilities held with respect to any Series or class thereof into assets a...
Establishment of Series. The Trustee upon written instructions from the sole initial Beneficial Owner shall have full power and authority to establish one or more Series, the Beneficial Interests in each of which shall be separate and distinct from the Beneficial Interests in any other Series, by adopting a Series Addendum, in such form as is provided to the Trustee for execution, for each such Series as herein provided. References to the Trust shall be deemed to include references to each Series, as applicable. In connection with the establishment of a Series hereunder, the Trustee upon written instructions from the sole initial Beneficial Owner shall in the name and on behalf of the Trust: (i) issue Beneficial Interests, (ii) establish and designate and fix such preferences, voting powers, rights, duties and privileges and business purpose of each Series, as set forth in the Series Addendum therefor, which preferences, voting powers, rights, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series and may be limited to specified property or obligations of the Trust or profits and losses associated with specified property or obligations of the Trust, (iii) divide or combine the Beneficial Interests of any Series into a greater or lesser number without thereby materially changing the proportionate beneficial interest of the Beneficial Interests of such Series in the assets held with respect to that Series, and (iv) combine the assets and liabilities belonging to any two or more Series into assets and liabilities belonging to a single Series. The relative rights and preferences of any Series established by the Trustee upon written instructions from the sole initial Beneficial Owner will be as set forth in the Series Addendum relating thereto, and to the extent not inconsistent therewith, as otherwise set forth herein. The Beneficial Interests of any Series that may from time to time be established and designated by the Trustee upon written instructions from the sole initial Beneficial Owner shall have the following relative rights and preferences:
Establishment of Series. Shares of the Trust are of a single class; however, Shares may be divided into additional series ("Series") that may be established from time to time by action of the Trustees of the Trust. If the context requires and unless otherwise specifically provided herein, the term "Trust" as used in this Agreement shall mean in addition each separate Fund currently existing or subsequently created, and the term "Shares" shall mean all shares of beneficial interest of the Trust, whether of a single class or divided into separate Fund of the Trust currently existing or hereinafter created.
Establishment of Series. A-1 Notes under the Indenture. The Company hereby establishes the Series A-1 Notes in the form of Exhibit A hereto in an aggregate principal amount of $_____________ and on the terms set forth therein as a series of Notes under the Indenture pursuant to this Third Supplemental Indenture.
