Issuances of Additional Units. Any authorized but unissued Units may be issued:
Issuances of Additional Units. Subject to the rights of any Member set forth in a Unit Designation:
Issuances of Additional Units. (a) The Company may issue any number of Units, and options, rights, warrants and appreciation rights relating to Units, for any Company purpose at any time and from time to time to such Persons for such consideration (which may be cash, property, services or any other lawful consideration) or for no consideration and on such terms and conditions as the Board of Directors shall determine, all without the approval of any Member or any other Person.
Issuances of Additional Units. The Manager shall have the right to cause the Company to issue or sell to Members or other Persons: (i) additional Units (including other classes or series thereof having different rights), (ii) obligations, evidences of indebtedness or other securities or interests convertible or exchangeable into Units, and (iii) warrants, options or other rights to purchase or otherwise acquire Units.
Issuances of Additional Units. The Board shall have the right to cause the Company to issue or sell to Members or other Persons: (i) additional Units (including other classes or series thereof having different rights), (ii) obligations, evidences of indebtedness or other securities or interests convertible or exchangeable into Units, and (iii) warrants, options or other rights to purchase or otherwise acquire Units.
Issuances of Additional Units. Notwithstanding Section 6.4(b) hereof, but subject to Section 6.4(c), the Managing Member is hereby authorized to cause the Company to issue additional Units, for any Company purpose, at any time or from time to time, to the Members or to other Persons, and to admit such Persons as additional Members, for such consideration and on such terms and conditions as shall be established by the Managing Member in its sole and absolute discretion, all without the approval of any other Member. Without limiting the foregoing, the Managing Member is expressly authorized to cause the Company to issue Units (a) upon the conversion, redemption or exchange of any debt, Units or other securities issued by the Company, (b) for less than fair market value, so long as the Managing Member concludes in good faith that such issuance is in the best interests of the Company (taking into account the Company’s status as a subsidiary of Clipper), and (c) in connection with any merger of any other Person into the Company or any subsidiary of the Company if the applicable merger agreement provides that Persons are to receive Units in exchange for their interests in the Person merging into the Company or any subsidiary of the Company. Any Unit that is not specifically designated by the Managing Member as being of a particular class or series shall be deemed to be a Class B Unit. Subject to Section 6.4(c) and applicable law, any additional Units may be issued in one or more classes, or one or more series of any of such classes, with such designations, preferences and relative, participating, optional or other special rights, powers and duties as shall be determined by the Managing Member, in its sole and absolute discretion without the approval of any other Member, and set forth in a written document thereafter attached to and made an exhibit to this Agreement which exhibit shall be an amendment to this Agreement and shall be incorporated herein by this reference. Without limiting the generality of the foregoing, the Managing Member shall have authority to specify (i) the allocations of items of Company income, gain, loss, deduction and credit to each such class or series of Units; (ii) the right of each such class or series of Units to share (on a pari passu, junior or preferred basis) in distributions; (iii) the rights of each such class or series of Units upon dissolution and liquidation of the Company; (iv) the voting rights, if any, of each such class or series of Units; and (v) the...
Issuances of Additional Units. The General Partner is hereby authorized to cause the Partnership to issue additional Units for any Partnership purpose, at any time or from time to time, to Partners (including the General Partner) or to other Persons for such consideration and on such terms and conditions as shall be established by the General Partner in its sole discretion and absolute discretion, all without the approval of the Limited Partners. Any additional Units issued thereby may be issued in one or more classes, or in one or more series of any of such classes, with designations, preferences and relative participating, option or other special rights, powers and duties, including rights, powers and duties senior to Units previously issued to the Limited Partners, all as shall be determined by the General Partner in its sole discretion and without the approval of any Limited Partner, subject to Delaware law, including without limitation, (A) the allocation or items of Partnership income, gain, loss, deduction and credit to each such class or series of Units; (B) the right of each such class or series of Units to share in Partnership distributions; and (C) the rights of each such class or series of Units upon dissolution and liquidation of the Partnership; provided, however, that no additional Units will be issued to the General Partner unless: (1) the additional Units are issued in exchange for property or other assets owned by the General Partner with a fair market value, as determined by the General Partner, in good faith, equal to the value to the Units; or (2) the additional Units are issued to all Partners in proportion to their respective percentage ownership of the Units. ~5~ Table of Contents ARTICLE V DUTIES AND POWERS OF PARTNERS, PARTNERSHIP EXPENSES
Issuances of Additional Units. Subject to, and to the extent contemplated by, Section 4.04, in addition to Class A Units, the Company may issue additional classes of Units or other interests in the Company (in whole or fractional numbers) as the Board shall determine in good faith with such designations, preferences, rights, powers and duties, as shall be fixed by the Board, and which may include additional classes of Units or other interests reflecting additional Capital Contributions, to which the assets and liabilities and income and expenditure attributable or allocated to such class shall be applied or charged.
Issuances of Additional Units. For so long as the Oaktree Member has the right to appoint an Oaktree Director, subject to the Consent Rights, the Company shall not issue Units to any Person without the prior written consent of the Oaktree Member and the Brookfield Member, except (a) as set forth in Section 4.4 and (b) that a Class A Unit shall be automatically issued to the Brookfield Member in respect of each Oaktree Operating Group Unit acquired by Atlas Top (or its successor) as a result of the sale or transfer of OCGH Units (as defined in the Exchange Agreement) by limited partners of OCGH pursuant to the Exchange Agreement, without requiring any Capital Contribution to the Company in respect of such Class A Unit. The number of Outstanding Class A Units and the number of Outstanding Class B Units shall at all times equal the number of “Outstanding Class A Units” and the number of “Outstanding Class B Units,” in each case as such terms are defined in the SubCo Operating Agreement.
Issuances of Additional Units. Other than as set forth in Sections 4.1(b), (c) and (d), or as approved by the Board in accordance with Section 5.3, no additional Units shall be authorized or issued.
