Common use of Issuance of Profits Interests Clause in Contracts

Issuance of Profits Interests. The Board of Managers shall have the power to issue up to the lesser of (i) 9,499,144 and (ii) ten percent (10%) of the outstanding Common Share Equivalents, in the form of Common Shares (the “Incentive Shares”) (such amount includes Incentive Shares already issued) to any employees, consultants, advisers, officers or managers of the LLC or any Subsidiary of the LLC, and to admit such Persons as Members and Common Members of the LLC, provided, that (i) all such Persons’ Incentive Shares will be subject to Reserve Amounts and all such Persons will be Common Members and (ii) all such Persons’ Incentive Shares will be subject to terms and conditions, including vesting restrictions, determined by the Board of Managers and as set forth in Restricted Share Agreements, or any similar incentive share agreements. If any Incentive Shares are forfeited by any such Members, then such Incentive Shares shall again be available to the LLC for issuance to other future employees, consultants, advisors, officers or managers of the LLC or any Subsidiary of the LLC and such other future Persons shall be included in the term Common Members. Subject to any required approval by a Majority in Interest of Preferred Members as set forth in Section 5(b) of the Statement of Designations, the number of Incentive Shares reserved for issuance pursuant to this Section 4(f) may be increased by the Consent of the Board of Managers and any reference in this Agreement to Incentive Shares shall include such increased number, as the context so requires. For the avoidance of doubt, to the extent that the Board of Managers grants Incentive Shares to employees, consultants, advisers, officers or managers of the LLC or any Subsidiary of the LLC, the issuance of such Incentive Shares shall be dilutive to all Members’ percentage interests in the LLC.

Issuance of Profits Interests. The Board of Managers Directors shall have the power to issue up to the lesser of (i) 9,499,144 and (ii) ten percent (10%) of the outstanding Common Share Equivalents, in the form of Common Shares (the “Incentive Shares”) (such amount includes Incentive Shares already issued) to any employees, consultants, advisers, officers or managers of the LLC Company or any Subsidiary of the LLCCompany, and to admit such Persons as Members and Common Members of the LLCCompany, provided, that (i) all such Persons’ Incentive Shares will be subject to Reserve Amounts and all such Persons will be Common Members and (ii) all such Persons’ Incentive Shares will be subject to terms and conditions, including vesting restrictions, determined by the Board of Managers Directors and as set forth in Restricted Share Agreements, or any similar incentive share agreements. If any Incentive Shares are forfeited by any such Members, then such Incentive Shares shall again be available to the LLC Company for issuance to other future employees, consultants, advisors, officers or managers of the LLC Company or any Subsidiary of the LLC Company and such other future Persons shall be included in the term Common Members. Subject to any required approval by a Majority in Interest of Preferred Members as set forth in Section 5(b) of the Statement of Designations, the number of Incentive Shares reserved for issuance pursuant to this Section 4(f) Article 4.6 may be increased by the Consent of the Board of Managers Directors and any reference in this Agreement the Articles to Incentive Shares shall include such increased number, as the context so requires. For the avoidance of doubt, to the extent that the Board of Managers grants Directors issues Incentive Shares to employees, consultants, advisers, officers or managers of the LLC Company or any Subsidiary of the LLCCompany, the issuance of such Incentive Shares shall be dilutive to all Members’ percentage interests in the LLCCompany.