Additional Units Sample Clauses
Additional Units. The General Partner may from time to time in its sole and absolute discretion admit any Person as an additional Limited Partner of the Partnership (each such Person, if so admitted, an “Additional Limited Partner” and, collectively, the “Additional Limited Partners”). A Person shall be deemed admitted as a Limited Partner at the time such Person (i) executes this Agreement or a counterpart of this Agreement and (ii) is named as a Limited Partner in the books of the Partnership. Each Substitute Limited Partner shall be deemed an Additional Limited Partner whose admission as an Additional Limited Partner has been approved in writing by the General Partner for all purposes hereunder. Subject to the satisfaction of the foregoing requirements and Sections 4.1(c) and 10.2(b), the General Partner is hereby expressly authorized to cause the Partnership to issue additional Units for such consideration and on such terms and conditions, and to such Persons, including the General Partner, any Limited Partner or any of their Affiliates, as shall be established by the General Partner in its sole and absolute discretion, in each case without the approval of any other Partner or any other Person. Without limiting the foregoing, but subject to Sections 4.1(c) and 10.2(b), the General Partner is expressly authorized to cause the Partnership to issue Units (A) upon the conversion, redemption or exchange of any debt or other securities issued by the Partnership, (B) for less than fair market value or no consideration, so long as the General Partner concludes that such issuance is in the best interests of the Partnership and its Partners, and (C) in connection with the merger of any other Person into the Partnership if the applicable merger agreement provides that Persons are to receive Units in exchange for their interests in the Person merging into the Partnership. The General Partner is hereby expressly authorized to take any action, including without limitation amending this Agreement without the approval of any other Partner, to reflect any issuance of additional Units. Subject to Sections 4.1(c) and 10.2(b), additional Units may be Class A Common Units, Class B Common Units or other Units.
Additional Units. Except as expressly provided by this Agreement, the Company shall not authorize, issue or sell, or cause to be authorized, issued or sold, any Units.
Additional Units. The Committee may or may not grant the Unit holder additional Units in the future. Nothing in this Award or any future Award Agreement should be construed as suggesting that additional Units to the Unit holder will be forthcoming.
Additional Units. The Partnership may increase the number of authorized Units with the consent of Partners holding a majority of the Units. The cost of additional Units will be determined by the General Partner by dividing the total value of Units outstanding by the number of Units outstanding. The determination will be made as nearly as practicable to the date on which additional Units are to be issued.
Additional Units. The Board may issue additional Units, including Class A Units and Class B Units, to existing or new Unitholders in exchange for Capital Contributions as provided in Section 3.3(b).
Additional Units. (a) Without the prior approval of a Two-Thirds Interest, the General Partner shall not cause the Partnership to issue any class or series of LP Units having preferences or other special or senior rights over the LP Units issued pursuant to Section 4.2.
(b) The General Partner shall not cause the Partnership to issue Units to the General Partner or any of its Affiliates (other than pursuant to Section 4.1) unless (i) the Units are of a class which is, prior to such issuance, listed or admitted to trading on a National Securities Exchange or quoted by NASDAQ and the Net Agreed Value of the Contributed Property being contributed in exchange for such Units is at least equal to the number of Units being so issued times the Unit Price of such Units or (ii) such issuance is approved by a Majority Interest.
Additional Units. No employee from any other department shall be permitted to perform the duties of the Script Supervisor on any additional unit.
Additional Units. The Board is authorized to increase or decrease the number of authorized Units of any series or subseries of Units, prior or subsequent to the issue of that series or subseries, but not below the number of Units of such series or subseries then outstanding. Any Person receiving Units (other than as a result of a split, recapitalization, reclassification or distribution of Units) shall make a Capital Contribution to the Company at the time of such issuance in an amount determined by the Board.
Additional Units. (a) Additional Units and the interests in the Company represented by such Units shall be established by the Managers pursuant to the terms of this Agreement and shall be indicated in the records of the Company.
(b) Subject to SECTIONS 2.2(d) and 3.3(a), the Managers may, in their discretion, issue additional Units to existing Members and/or to Persons who are not Members ("OFFERED UNITS"). At least thirty (30) days prior to the date of the proposed issuance the Managers shall provide written notice to the Members of the terms of the proposed issuance (the "ISSUANCE NOTICE") and shall grant to all Members the right (a "PREEMPTIVE RIGHT"), subject to the limitations set forth below, to subscribe for and, upon consummation of such issuance, purchase its pro rata share (for each Member, the percentage determined by dividing the number of Common Units held by such Member divided by the number of Common Units held by all Members) of each class and type of the Offered Units to be so issued (the "PRO RATA SHARE") at the same price and on the same terms as reflected in the Issuance Notice; PROVIDED that with respect to Offered Units, at the request of any -4- Member, the Company shall offer to such Member Units which have no voting rights (other than required by applicable law) and which are convertible into voting securities on the same terms as Common Units are convertible into other Common Units pursuant to SECTION 2.8, but which are otherwise identical to the Offered Units. Each Member shall be entitled to exercise such Preemptive Right for the Offered Units by giving written notice to the Managers within fifteen (15) days after receipt of the Issuance Notice (the "ELECTION NOTICE"). The failure by a Member to exercise its Preemptive Right within such time period shall be deemed a waiver by such Member of its Preemptive Right. The delivery of an Election Notice shall be irrevocable on the Member delivering such Election Notice and each participating Member shall be bound and obligated to acquire in any such issuance on the same terms and conditions the number of Units such participating Member shall have specified in the Election Notice. If any Member does not purchase its Pro Rata Share within the time period provided, then each of the Members that has elected to exercise its Preemptive Right shall have the right to exercise its Pro Rata Share of the unexercised portion of the Offered Units. As soon as practicable, and in any event within ten (10) days, after ...
Additional Units. If approved by Majority Vote, the Company is authorized to raise additional capital by offering and selling, or causing to be offered and sold, additional limited liability company interests in the Company ("Additional Units") to any Person in such amounts and on such terms as the Members may determine. Each Person who subscribes for any of the Additional Units shall be admitted as an additional member of the Company (each, an "Additional Member" and collectively, the "Additional Members") at the time such Person (i) executes this Agreement or a counterpart of this Agreement and (ii) is named as a Member on Schedule A hereto. The legal fees and expenses associated with such admission shall be borne by the Company.