Duration of Certain Agreements. 56 10.4 Interpretation .................................. 56 10.5 Severability .................................... 56 10.6 Burden and Benefit Upon Successors .............. 56 10.7
Duration of Certain Agreements. The agreements of the Members set forth in Section 2.15 and Article VI of this Agreement shall terminate upon the earliest to occur of (i) a Liquidation Event, (ii) a single Member becoming the owner of all the Class A Common Interests subject to this Agreement, (iii) the closing of a firm commitment underwritten public offering by which equity securities of the Company are sold to the public in a public offering registered under the Securities Act of 1933 and lead managed by a nationally recognized investment banking firm, resulting in proceeds to the Company (after deducting underwriting discounts and commissions) of not less than $75,000,000 or (iv) with respect to any Member, the date on which such Member no longer owns any Common Interests.
Duration of Certain Agreements. 40 10.4 Interpretation........................................................... 40 10.5 Severability............................................................. 40 10.6 Xxxxxx and Benefit Upon Successors ...................................... 40 10.7 Assurances .............................................................. 40 10.8 Counterparts............................................................. 40 SCHEDULE I Description of Initial Capital Contribution SCHEDULE II Members SCHEDULE III Capitalization SCHEDULE W Kerrville Stock Purchase Agreement ANNEX A Board of Managers ANNEX B Initial Officers AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF VALOR TELECOMMUNICATIONS SOUTHWEST II, LLC a Delaware limited liability company Amended and Restated Limited Liability Company Agreement (this "Agreement"), dated as of January 31, 2002 of Valor Telecommunications Southwest II, LLC , a Delaware limited liability company (the "Company"), among (i) Valor Telecommunications, LLC, as the initial member of the Company (the "Initial Member"), (ii) the persons and entities named in Part 2 of Schedule II hereto (the "Additional Members") that execute and deliver this Agreement on or prior to February 28, 2002 (or such later date as may be determined by the Initial Member), amending and restating the Memorandum of Limited Liability Company Agreement of Valor Telecommunications Southwest II, LLC, dated as of June 8, 2001 (the "Original Agreement"), by the Initial Member. The Additional Members and the Initial Member are hereinafter referred to as the "Members", which term shall include any other persons or entities admitted as substitute or additional Members after the date of this Agreement, and shall exclude any persons who cease to be Members). The Company was formed on June 8, 2001 by the Initial Member as a sole member limited liability company pursuant to the Delaware Limited Liability Company Act (the "Delaware Act"), Del. Code Xxx. tit. 6 Section 18-101 et seq. Pursuant to the Original Agreement, the Initial Member contributed to the Company the amount set forth opposite its name on Schedule I hereto in the column labeled "Description of Initial Capital Contribution" (the Initial Member's "Initial Investment"). The Members desire to amend and restate the Original Agreement to provide for (i) the purchase for cash and in exchange for its membership interest attributable to its Initial Investment by the Initial Member of the Class B Common Interests ...
Duration of Certain Agreements. The agreements of the Members set forth in Article VI of this Agreement shall terminate upon the earliest to occur of (i) a Liquidation Event, (ii) the closing of a firm commitment underwritten public offering by which equity securities of the Company are sold to the public in a public offering registered under the Securities Act of 1933 and lead managed by a nationally recognized investment banking firm, resulting in proceeds to the Company (after deducting underwriting discounts and commissions) of not less than $75,000,000 and (iii) with respect to any Member, the date on which such Member no longer owns any Common Interests. SOUTHWEST II
Duration of Certain Agreements. The agreements of the Members set forth in Section 6.2, Article VII, Section 8.3 and Section 8.4 of this Agreement shall terminate, (i) with respect to the Class A Members and the Class C Members, upon the earlier to occur of (x) a Liquidation Event affecting the Class A Interests or the Class C Interests, as the case may be, and (y) a Qualified Public Offering and (ii) with respect to any Member, the date on which such Member, together with its Permitted Transferees that are Affiliates of (or co-invested with) such Member, no longer own at least 25% of the Common Interests (or any security received in exchange for or in connection with a distribution with respect thereto) originally subscribed for by such Person. The agreements of Members the set forth in Section 6.1 and Section 6.5 shall terminate upon the earlier of (x) a Liquidation Event affecting the Class A Interests or the Class C Interests, as the case may be, and (y) the date on which all of following circumstances exist: (1) the WCAS Investors no longer own at least 25% of either the Class A Common Interests or the Class C Interests, as the case may be, (2) a Qualified Public Offering shall have occurred and (3) to the extent required such that at least 30% of the Common Interests or 30% of the Class C Interests (or such common equity equivalents of either such Class as shall then be publicly traded) shall be held by the public, one or more additional Public Sales shall have occurred.
