Amended And Restated Operating Agreement Sample Contracts

Alliance Resource Partners, L.P. – Amendment No. 2 to Amended and Restated Operating Agreement of Alliance Coal, Llc (June 6th, 2018)

This Amendment No. 2 (the Amendment) to the Amended and Restated Operating Agreement of Alliance Coal, LLC, a Delaware limited liability company (the Company), dated effective as of August 20, 1999, as amended by Amendment No. 1, dated as of July 26, 2007 (as amended hereby, the Operating Agreement), is entered into and executed by MGP II, LLC, a Delaware limited liability company (MGP II), effective this 31st day of May 2018. Terms used but not defined herein shall have the meanings set forth in the Operating Agreement

Alliance Holdings Gp L.P. – Third Amended and Restated Operating Agreement of Alliance Resource Management Gp, Llc (June 6th, 2018)

This Third Amended and Restated Operating Agreement (this Agreement) of ALLIANCE RESOURCE MANAGEMENT GP, LLC, a Delaware limited liability company (the Company) is entered into and executed by Alliance GP, LLC (the Member) as of May 31, 2018.

Alliance Holdings Gp L.P. – Amendment No. 2 to Amended and Restated Operating Agreement of Alliance Coal, Llc (June 6th, 2018)

This Amendment No. 2 (the Amendment) to the Amended and Restated Operating Agreement of Alliance Coal, LLC, a Delaware limited liability company (the Company), dated effective as of August 20, 1999, as amended by Amendment No. 1, dated as of July 26, 2007 (as amended hereby, the Operating Agreement), is entered into and executed by MGP II, LLC, a Delaware limited liability company (MGP II), effective this 31st day of May 2018. Terms used but not defined herein shall have the meanings set forth in the Operating Agreement

Alliance Resource Partners, L.P. – Third Amended and Restated Operating Agreement of Alliance Resource Management Gp, Llc (June 6th, 2018)

This Third Amended and Restated Operating Agreement (this Agreement) of ALLIANCE RESOURCE MANAGEMENT GP, LLC, a Delaware limited liability company (the Company) is entered into and executed by Alliance GP, LLC (the Member) as of May 31, 2018.

GreenSky, Inc. – SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF GREENSKY HOLDINGS, LLC Dated as of May 23, 2018 (May 29th, 2018)

THIS SECOND AMENDED AND RESTATED OPERATING AGREEMENT (the "Agreement") is made and entered into as of May 23, 2018, by and among all of the Members of GreenSky Holdings, LLC, a Georgia limited liability company (the "Company"). This Agreement supersedes any and all previous operating agreements of the Company.

Oaktree Capital Group Llc – FOURTH AMENDED AND RESTATED OPERATING AGREEMENT OF OAKTREE CAPITAL GROUP, LLC Dated as of May 17, 2018 (May 17th, 2018)

This FOURTH AMENDED AND RESTATED OPERATING AGREEMENT OF OAKTREE CAPITAL GROUP, LLC, is dated as of May 17, 2018. Capitalized terms used herein without definition shall have the respective meanings ascribed thereto in Section 1.1.

DERMAdoctor, LLC – Amended and Restated Operating Agreement of Dermadoctor, Llc (May 2nd, 2018)

THIS AMENDED AND RESTATED OPERATING AGREEMENT is made and entered into effective as of the day of , 2016 (the "Effective Date") by and among DERMAdoctor, LLC (the "Company") and the Persons executing this Agreement as Members on the signature page hereof or who otherwise become parties hereto in accordance with the terms hereof.

Bloom Energy Corp – 2013b Esa Holdco, Llc Amended and Restated Operating Agreement (March 21st, 2018)

THIS AMENDED AND RESTATED OPERATING AGREEMENT, dated as of August 2, 2013, is made and entered into by and among, FIRSTAR DEVELOPMENT, LLC, a Delaware limited liability company (Firstar or the Class A Equity Investor), as the Class A Member, and CLEAN TECHNOLOGIES 2013B, LLC, a Delaware limited liability company (the Class B Equity Investor), as the Class B Member.

Bloom Energy Corp – 2012 v Ppa Holdco, Llc Second Amended and Restated Operating Agreement (March 21st, 2018)

THIS SECOND AMENDED AND RESTATED OPERATING AGREEMENT, dated as of August 30, 2013 (the Effective Date), is made and entered into by and among, FIRSTAR DEVELOPMENT, LLC, a Delaware limited liability company (Firstar or the Class A Equity Investor), as the Class A Member, and CLEAN TECHNOLOGIES III, LLC, a Delaware limited liability company (the Class B Equity Investor), as the Class B Member.

Bloom Energy Corp – 2014 Esa Holdco, Llc Amended and Restated Operating Agreement (March 21st, 2018)

THIS AMENDED AND RESTATED OPERATING AGREEMENT, dated as of September 24, 2014, is made and entered into by and among EXELON GENERATION COMPANY, LLC, a Pennsylvania limited liability company (together with its permitted successors and assigns, the Class A Equity Investor), as the Class A Member, and CLEAN TECHNOLOGIES 2014, LLC, a Delaware limited liability company (the Class B Equity Investor), as the Class B Member.

Bloom Energy Corp – 2015 Esa Holdco, Llc Amended and Restated Operating Agreement (March 21st, 2018)

THIS AMENDED AND RESTATED OPERATING AGREEMENT, dated as of June 25, 2015, is made and entered into by and among 2015 ESA Investco, LLC, a Delaware limited liability company (together with its permitted successors and assigns, the Class A Equity Investor), as the Class A Member, and CLEAN TECHNOLOGIES 2015, LLC, a Delaware limited liability company (the Class B Equity Investor), as the Class B Member.

Amended and Restated Operating Agreement of Caesars Resort Collection, Llc (March 15th, 2018)

This Amended and Restated Operating Agreement (together with the schedules attached hereto, this "Agreement") of Caesars Resort Collection, LLC (formerly known as Caesars Growth Properties Holdings, LLC), a Delaware limited liability company (the "Company"), is entered into by Caesars Growth Properties Parent, LLC, a Delaware limited liability company ("CGPP"), and Caesars Entertainment Resort Properties Holdco, LLC, a Delaware limited liability company ("CERPH"), as the members (each individually a "Member" and together, the "Members"). Capitalized terms used and not otherwise defined herein have the meanings set forth on Schedule A hereto.

Biolife Solutions – Amendment to the Amended and Restated Operating Agreement of Biologistex Ccm,llc (March 9th, 2018)

This Amendment to the Amended and Restated Operating Agreement (this "Amendment"), effective as of the date of last signature below, hereby amends that certain Amended and Restated Operating Agreement, dated December 31, 2016 (the "Agreement"), of biologistix CCM, LLC, ("JV") and its members Savsu Technologies, LLC, ("Savsu"), and BioLife Solutions, Inc. ("Company"). Terms not defined herein have the meanings ascribed to them in the Agreement.

Hyster-Yale Materials Handling – Amendment to Third Amended and Restated Operating Agreement (February 27th, 2018)

This Amendment is dated and effective as of January 1, 1994 and relates to the Third Amended and Restated Operating Agreement dated as of November 21, 1985, as amended and restated as of December 19, 1985 and as further amended and interpreted, between Hyster Company, an Oregon corporation and Hyster Credit Company, a division of AT&T Commercial Finance Corporation, a Delaware corporation ("Operating Agreement").

1847 Holdings LLC – SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF 1847 HOLDINGS LLC Dated as of January 19, 2018 Page (January 22nd, 2018)

This SECOND AMENDED AND RESTATED OPERATING AGREEMENT shall be effective as of January 19, 2018, and is entered into by 1847 PARTNERS LLC, as the Allocation Member and Manager (as defined herein), and the other Persons who become members pursuant to the terms hereof. Capitalized terms used in this Agreement without definition shall have the respective meanings specified in Article II.

Adial Pharmaceuticals, L.L.C. – To the Second Amended and Restated Operating Agreement of Adial Pharmaceuticals, L.L.C. (October 25th, 2017)

This First Amendment (this "Amendment") of the Operating Agreement (defined below) is made effective as of September 22, 2017 (the "Effective Date"). Capitalized terms not otherwise defined herein shall have the meaning as set for in the Operating Agreement (defined below).

AMENDMENT NO. 2 TO AMENDED AND RESTATED OPERATING AGREEMENT OF BLUEGREEN/BIG CEDAR VACATIONS, LLC a Delaware Limited Liability Company (October 23rd, 2017)

THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED OPERATING AGREEMENT OF BLUEGREEN/BIG CEDAR VACATIONS, LLC (this "Amendment"), dated as of August 31, 2016, is made and entered into by and among those Persons identified on Exhibit A to this Amendment (the "Members").

Switch, Inc. – FIFTH AMENDED AND RESTATED OPERATING AGREEMENT OF SWITCH, LTD. A Nevada Limited-Liability Company Dated as of October 5, 2017 (October 11th, 2017)

This FIFTH AMENDED AND RESTATED OPERATING AGREEMENT (this Agreement), dated as of October 5, 2017, is entered into by and among Switch, Ltd., a Nevada limited-liability company (the Company), and its Members (as defined herein).

Korth Direct Mortgage LLC – SECOND AMENDED AND RESTATED OPERATING AGREEMENT of Korth Direct Mortgage LLC (October 10th, 2017)

This Second Amended and Restated Operating Agreement (the "Agreement") made and entered into the 2nd day of September, 2016 (the "Execution Date"), is hereby amended this 21st day of June 2017.

Cabela's Credit Card Master Note Trust – Second Amended and Restated Operating Agreement of Wfb Funding, Llc (September 25th, 2017)

The undersigned (all of which are hereinafter referred to as the Members and each as a Member) having previously agreed to form and operate a limited liability company (hereinafter referred to herein as the Company) according to the Companys Articles of Organization and the Nebraska Uniform Limited Liability Company Act (Nebraska Revised Statutes SSSS 21-101 et seq.), as it may be enacted and amended from time to time (the Act), hereby adopt this Second Amended and Restated Operating Agreement (this Agreement) as of September 22, 2017, which amends, restates and supersedes in its entirety the Amended and Restated Operating Agreement of the Company, dated December 6, 2013.

Switch, Inc. – FIFTH AMENDED AND RESTATED OPERATING AGREEMENT OF SWITCH, LTD. A Nevada Limited-Liability Company Dated as of [], 2017 (September 8th, 2017)

This FIFTH AMENDED AND RESTATED OPERATING AGREEMENT (this Agreement), dated as of [], 2017, is entered into by and among Switch, Ltd., a Nevada limited-liability company (the Company), and its Members (as defined herein).

Adial Pharmaceuticals, L.L.C. – Second Amended and Restated Operating Agreement of Adial Pharmaceuticals, L.L.C. (September 7th, 2017)

Upon due authorization and approval hereof by the Board of Directors of ADial Pharmaceuticals, L.L.C., a limited liability company organized under the laws of the Commonwealth of Virginia (hereinafter referred to as "the Company" or "the LLC"), the Company hereby enters into this Second Amended and Restated Limited Liability Company Operating Agreement (this "Agreement" or this "Operating Agreement"):

Korth Direct Mortgage LLC – SECOND AMENDED AND RESTATED OPERATING AGREEMENT of Korth Direct Mortgage LLC (August 11th, 2017)

This Second Amended and Restated Operating Agreement (the "Agreement") made and entered into the 2nd day of September, 2016 (the "Execution Date"), is hereby amended this 21st day of June 2017.

Alliance Resource Partners, L.P. – Second Amended and Restated Operating Agreement of Alliance Resource Management Gp, Llc (July 28th, 2017)

This Second Amended and Restated Operating Agreement (this Agreement) of ALLIANCE RESOURCE MANAGEMENT GP, LLC, a Delaware limited liability company (the Company) is entered into and executed by MGP II, LLC (the Member) as of July 28, 2017.

Alliance Resource Partners, L.P. – Amended and Restated Operating Agreement of Mgp Ii, Llc (July 28th, 2017)

This Amended and Restated Operating Agreement (this Agreement) of MGP II, LLC, a Delaware limited liability company (the Company) is entered into and executed by Alliance Holdings GP, L.P., a Delaware limited partnership (AHGP) and ARM GP Holdings, Inc., a Delaware corporation (ARMH and together with AHGP, each a Member and collectively, the Members), as of July 28, 2017.

Alliance Holdings Gp L.P. – Second Amended and Restated Operating Agreement of Alliance Resource Management Gp, Llc (July 28th, 2017)

This Second Amended and Restated Operating Agreement (this Agreement) of ALLIANCE RESOURCE MANAGEMENT GP, LLC, a Delaware limited liability company (the Company) is entered into and executed by MGP II, LLC (the Member) as of July 28, 2017.

Alliance Holdings Gp L.P. – Amended and Restated Operating Agreement of Mgp Ii, Llc (July 28th, 2017)

This Amended and Restated Operating Agreement (this Agreement) of MGP II, LLC, a Delaware limited liability company (the Company) is entered into and executed by Alliance Holdings GP, L.P., a Delaware limited partnership (AHGP) and ARM GP Holdings, Inc., a Delaware corporation (ARMH and together with AHGP, each a Member and collectively, the Members), as of July 28, 2017.

Blue Dolphin Energy Company – Amended and Restated Operating Agreement (May 15th, 2017)

THIS AMENDED AND RESTATED MANAGEMENT AGREEMENT (this "Amended and Restated Agreement") is effective as of April 1, 2017 (the "Effective Date"), by and between Lazarus Energy Holdings, LLC, a Delaware limited liability company ("LEH"), Lazarus Energy, LLC, a Delaware limited liability company ("LE"), and Blue Dolphin Energy Company, a Delaware corporation ("Blue Dolphin"). (LEH, LE, and Blue Dolphin are collectively referred to herein as the "Parties").

Five Point Holdings, LLC – SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF THE SHIPYARD COMMUNITIES, LLC a Delaware Limited Liability Company (April 7th, 2017)

THIS SECOND AMENDED AND RESTATED OPERATING AGREEMENT (THIS AGREEMENT) OF THE SHIPYARD COMMUNITIES, LLC, dated as of May 2, 2016 (the Effective Date), is entered into by and among FIVE POINT OPERATING COMPANY, LLC, a Delaware limited liability company f/k/a Newhall Intermediary Holding Company, LLC (the Operating Company), FIVE POINT HOLDINGS, LLC, a Delaware limited liability company f/k/a Newhall Holding Company, LLC (the Parent), UST LENNAR HW SCALA SF JOINT VENTURE, a Delaware general partnership (Lennar), and HPSCP OPPORTUNITIES, L.P., a Delaware limited partnership (HPSCP and, together with the Operating Company and Lennar, each a Member and collectively, the Members).

Biolife Solutions – AMENDED and RESTATED OPERATING AGREEMENT of BIOLOGISTEX CCM, LLC (March 15th, 2017)

This AMENDED and RESTATED OPERATING AGREEMENT ("Agreement") of BIOLOGISTEX CCM, LLC ("Company") dated as of December 31, 2016 ("Effective Date") by and among the Company, BIOLIFE SOLUTIONS, INC., with a principal place of business at 3303 Monte Villa Parkway, Suite 310, Bothell, Washington 98021 ("BioLife"), SAVSU TECHNOLOGIES, LLC, with a principal place of business at 160 Sweet Hollow Road, Old Bethpage, New York 11804 ("Savsu") and such other parties, if any, who have executed the signature page(s) hereto as members of the Company and whose names and addresses appear on Schedule A hereto (BioLife, Savsu and such other parties are each sometimes referred to herein as a "Member" and collectively, the "Members").

Insurance Mgmt Solutions Grp – Amended and Restated Operating Agreement of SUREHARVEST SERVICES, LLC a CALIFORNIA Limited Liability Company (December 30th, 2016)

THIS SECOND AMENDED AND RESTATED OPERATING AGREEMENT is made and entered into as of the Effective date by and among SureHarvest Services, LLC, a California limited liability company (the "LLC"), the initial Managers and the Members whose names, addresses and taxpayer identification numbers are listed on the Information Exhibit attached hereto as Exhibit A. Unless otherwise indicated, capitalized words and phrases in this Amended and Restated Operating Agreement (this "Agreement") shall have the meanings set forth in the Glossary of Terms attached hereto as Exhibit B.

Compass Group Diversified Holdings LLC – FIFTH AMENDED AND RESTATED OPERATING AGREEMENT OF COMPASS GROUP DIVERSIFIED HOLDINGS LLC Dated as of December 6, 2016 (December 7th, 2016)

This FIFTH AMENDED AND RESTATED OPERATING AGREEMENT (the Agreement) shall be effective as of December 6, 2016 and is entered into by Compass Diversified Holdings and Sostratus LLC, as Members hereunder and pursuant to the provisions of the Act as in effect on the date hereof. Such Members hereby agree to the amendment and restatement of the Fourth Amended and Restated Operating Agreement, effective as of January 1, 2012, which amended and restated the Third Amended and Restated Operating Agreement, effective as of November 1, 2010, which amended and restated the Second Amended and Restated Operating Agreement, effective as of January 9, 2007 which amended and restated the Amended and Restated Operating Agreement, dated as of April 25, 2006, which amended and restated the Operating Agreement, dated as of November 18, 2005 (the Original Agreement), as set forth herein. Capitalized terms used in this Agreement without definition shall have the respective meanings specified in Section 1.9

Frankly Inc – Sixth Amended and Restated Operating Agreement (November 14th, 2016)

This SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (the "Agreement"), is entered into and shall be effective August 25, 2015, by Frankly Inc., an Ontario corporation, with reference to the following facts:

Amyris – Second Amended and Restated Operating Agreement of Novvi Llc (November 9th, 2016)

This SECOND AMENDED AND RESTATED OPERATING AGREEMENT of Novvi LLC, a Delaware limited liability company (the "Company"), is made and effective as of July 19, 2016 (the "Effective Date"), among Amyris, Inc., a Delaware corporation ("Amyris"), Cosan US, Inc., a Delaware corporation ("Cosan US"), and American Refining Group, Inc., a Pennsylvania corporation ("ARG" and together with Amyris and Cosan US, each, a "Member" and collectively, the "Members") and the Company (the "Agreement").

Bloom Energy Corp – 2012 v Ppa Holdco, Llc Second Amended and Restated Operating Agreement (November 3rd, 2016)

THIS SECOND AMENDED AND RESTATED OPERATING AGREEMENT, dated as of August 30, 2013 (the Effective Date), is made and entered into by and among, FIRSTAR DEVELOPMENT, LLC, a Delaware limited liability company (Firstar or the Class A Equity Investor), as the Class A Member, and CLEAN TECHNOLOGIES III, LLC, a Delaware limited liability company (the Class B Equity Investor), as the Class B Member.