Common use of Authorization and Issuance of Additional Units Clause in Contracts

Authorization and Issuance of Additional Units. Subject to the provisions of Section 6.10, the Board of Managers shall have the right to cause the Company to issue and/or create and issue at any time after the date hereof, and for such amount and form of consideration as the Board of Managers may determine, additional Units or other Equity Securities of the Company (including issuing additional Preferred Units and Incentive Units or creating other classes or series of Units or other Equity Securities having such powers, designations, preferences and rights as may be determined by the Board of Managers). The Board of Managers shall have the power to make such amendments to this Agreement in order to provide for such powers, designations, preferences and rights as the Board of Managers in its discretion deems necessary or appropriate to give effect to such additional authorization or issuance; provided that any such amendment shall not reasonably be expected to have a material and adverse effect on any Unitholder, in its capacity as such, that would be borne disproportionately by such Unitholder relative to other Unitholders holding Units of the same class under this Agreement (unless such Unitholder consents in writing thereto). Any Units that are forfeited by, or repurchased by the Company from, any Person pursuant to the provisions of the applicable agreement between such Person and the Company shall be deemed to have been acquired by the Company and may be re-issued at such time and upon such terms and subject to such conditions as the Board of Managers or the Compensation Committee determines; provided, that Incentive Units may only be re-issued to employees, officers, directors or other service providers of or to the Company and its Subsidiaries.

Authorization and Issuance of Additional Units. Subject to the provisions of Section 6.10, the Board of Managers shall have the right to cause the Company to issue and/or create and issue at any time after the date hereof, and for such amount and form of consideration as the Board of Managers may determine, additional Units or other Equity Securities of the Company (including issuing additional Preferred Units, Class A Units, Class MEP Units, Class EMEP Units, Class G Units and Incentive Class L Units or creating other classes or series of Units or other Equity Securities having such powers, designations, preferences and rights as may be determined by the Board of Managers). The Board of Managers shall have the power to make such amendments to this Agreement in order to provide for such powers, designations, preferences and rights as the Board of Managers in its discretion deems necessary or appropriate to give effect to such additional authorization or issuance; provided that any such amendment shall not reasonably be expected to have a material and adverse effect on any Unitholder, in its capacity as such, that would be borne disproportionately by such Unitholder relative to other Unitholders holding Units of the same class under this Agreement (unless such Unitholder consents in writing thereto). Any Units that are forfeited by, or repurchased by the Company from, any Person pursuant to the provisions of the applicable agreement between such Person and the Company shall be deemed to have been acquired by the Company and may be re-issued at such time and upon such terms and subject to such conditions as the Board of Managers or the Compensation Committee determines; provided, that Incentive Class MEP Units, Class EMEP Units, Class G Units and Class L Units may only be re-issued to employees, officers, directors or other service providers of or to the Company and its Subsidiaries; provided, further, that, for so long as Xx. Xxxxxx Xxxxxxxx is Chief Executive Officer of the Company or any its Subsidiaries, any Class EMEP Units that are forfeited may be re-issued to employees, officers, directors or other service providers of or to the Company and its Subsidiaries as determined by Xx. Xxxxxx Xxxxxxxx.