Amendment and Restatement of RNGR Limited Liability Company Agreement Sample Clauses

Amendment and Restatement of RNGR Limited Liability Company Agreement. Each of RES Holdings, TES Holdings and CSL Energy Opportunities Fund II, L.P., a Delaware limited partnership (“Onshore II”) (each a “TRA Party” and collectively, the “TRA Parties”), and PubCo hereby amend and restate the RNGR LLC Agreement in the form of the Amended and Restated Limited Liability Company Agreement of RNGR attached hereto as Exhibit D (as amended, supplemented and restated from time to time, the “A&R RNGR LLC Agreement”). Each Party that is listed as a signatory on the signature pages to the A&R RNGR LLC Agreement hereby adopts and joins in such agreement and authorizes any authorized officer of RNGR to execute such agreement on its behalf.
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Amendment and Restatement of RNGR Limited Liability Company Agreement. Each of RES Holdings and TES Holdings (each a “TRA Party” and collectively, the “TRA Parties”) and PubCo hereby agree that the RNGR LLC Agreement shall be amended and restated in the form of the Amended and Restated Limited Liability Company Agreement of RNGR attached hereto as Exhibit D (as amended, supplemented and restated from time to time, the “A&R RNGR LLC Agreement”). Each Party that is listed as a signatory on the signature pages to the A&R RNGR LLC Agreement shall adopt and join in such agreement and authorize any authorized officer of RNGR to execute such agreement on its behalf.

Related to Amendment and Restatement of RNGR Limited Liability Company Agreement

  • Amendment of Limited Liability Company Agreement (a) Except as otherwise provided in this Section 8.1, this Agreement may be amended, in whole or in part, with: (i) the approval of the Board (including the vote of a majority of the Independent Directors, if required by the 0000 Xxx) without the Members approval; and (ii) if required by the 1940 Act, the approval of the Members by such vote as is required by the 0000 Xxx.

  • Fifth Amended and Restated Limited Liability Company Operating Agreement Dated as of November 30, 2012

  • Limited Liability Company Agreement The Member hereby states that except as otherwise provided by the Act or the Certificate of Formation, the Company shall be operated subject to the terms and conditions of this Agreement.

  • Amended and Restated Agreement and Declaration of Trust A copy of the Amended and Restated Agreement and Declaration of Trust for the Trust is on file with the Secretary of the Commonwealth of Massachusetts. The Amended and Restated Agreement and Declaration of Trust has been executed on behalf of the Trust by Trustees of the Trust in their capacity as Trustees of the Trust and not individually. The obligations of this Agreement shall be binding upon the assets and property of the Trust and shall not be binding upon any Trustee, officer, or shareholder of the Trust individually.

  • Amendment of Partnership Agreement Pursuant to Section 17-211(g) of the Delaware Act, an agreement of merger or consolidation approved in accordance with this Article XIV may (a) effect any amendment to this Agreement or (b) effect the adoption of a new partnership agreement for the Partnership if it is the Surviving Business Entity. Any such amendment or adoption made pursuant to this Section 14.5 shall be effective at the effective time or date of the merger or consolidation.

  • Formation of Limited Liability Company The Company was formed on January 13, 2017, pursuant to the Delaware Limited Liability Company Act, 6 Del. C. § 18-101, et seq., as amended from time to time (the “Delaware Act”), by the filing of a Certificate of Formation of the Company with the office of the Secretary of the State of Delaware. The rights and obligations of the Member and the administration of the Company shall be governed by this Agreement and the Delaware Act. To the extent this Agreement is inconsistent in any respect with the Delaware Act, this Agreement shall control.

  • Amendment of Agreement and Certificate of Limited Partnership For the admission to the Partnership of any Partner, the General Partner shall take all steps necessary and appropriate under the Act to amend the records of the Partnership and, if necessary, to prepare as soon as practical an amendment of this Agreement (including an amendment of Exhibit A) and, if required by law, shall prepare and file an amendment to the Certificate and may for this purpose exercise the power of attorney granted pursuant to Section 2.4 hereof.

  • Certification of Limited Liability Company and Limited Partnership Interests Each interest in any limited liability company or limited partnership controlled by any Grantor and pledged hereunder shall be represented by a certificate, shall be a “security” within the meaning of Article 8 of the New York UCC and shall be governed by Article 8 of the New York UCC.

  • Certificate of Limited Liability Company Interest A Member’s limited liability company interest may be evidenced by a certificate of limited liability company interest executed by the Manager or an officer in such form as the Manager may approve; provided that such certificate of limited liability company interest shall not bear a legend that causes such limited liability company interest to constitute a security under Article 8 (including Section 8-103) of the Uniform Commercial Code as enacted and in effect in the State of Delaware, or the corresponding statute of any other applicable jurisdiction.

  • Agreement and Declaration of Trust These By-Laws shall be subject to the Agreement and Declaration of Trust, as from time to time in effect (the "Declaration of Trust"), of the above-captioned Massachusetts business trust established by the Declaration of Trust (the "Trust").

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