Restated Limited Liability Company Agreement Sample Contracts

First Amendment to the Fourth Amended and Restated Limited Liability Company Agreement of At&t Mobility Ii Llc (February 20th, 2019)
Fourth Amended and Restated Limited Liability Company Agreement of At&t Mobility Ii Llc (February 20th, 2019)
Second Amendment to the Fourth Amended and Restated Limited Liability Company Agreement of At&t Mobility Ii Llc (February 20th, 2019)
Thunder Bridge Acquisition Ltd – Second AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF Hawk Parent Holdings LLC (February 12th, 2019)

This Second AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of Hawk Parent Holdings LLC (the "Company"), is made as of [*], 2019 (the "Effective Date") by and among Repay Holdings Corporation, a Delaware corporation, as the Managing Member, and the Members whose names are set forth in the books and records of the Company.

Helios & Matheson North America Inc. – AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF MoviePass Films LLC Dated as of February 1, 2019 (February 7th, 2019)

This Amended and Restated Limited Liability Company Agreement (as the same may be amended from time to time, this "Agreement") of MoviePass Films LLC, a Delaware limited liability company (the "Company"), is made and entered on February 1, 2019 (the "Agreement Date") and shall be deemed effective, to the maximum extent permitted by applicable law, as of May 23, 2018 (the "Effective Date") by and among the Persons admitted to the Company as Members as of the Effective Date, and amends and restates in its entirety that certain single member Limited Liability Company Agreement, dated as of January 31, 2019, between the Company and HMNY (the "Original LLC Agreement"). Capitalized terms used herein shall have the respective meanings specified in Article I.

SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated October 3, 2018 (February 6th, 2019)

This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT for GM Cruise Holdings LLC (the "Company"), dated as of October 3, 2018, is entered into by and among the Company, General Motors Holdings LLC, a Delaware limited liability company ("GM"), SB Investment Holdings (UK) Limited ("SoftBank"), Honda Motor Co., Ltd., a Japanese company ("Honda"), and any and all Persons who are Members as of the date hereof or who hereafter become Members. Certain capitalized terms used herein are defined in Appendix I.

Q2Power Technologies, Inc. – Amended and Restated Limited Liability Company Agreement (January 23rd, 2019)

THIS AMENDMENT AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of Earth Property Holdings LLC, a Delaware limited liability company (the "Agreement") is made and entered into as of the 16th day of January, 2019, by and among the Persons listed on Schedule 1 attached hereto as the Members of the Company and each other Person as shall be a Member from time to time, pursuant to the provisions of this Agreement.

TCW Direct Lending VII LLC – FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TCW DIRECT LENDING VII LLC (A Delaware Limited Liability Company) Dated as of January 14, 2019 (January 18th, 2019)

FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of TCW Direct Lending VII LLC (the Company), dated as of January 14, 2019, by and among TCW Asset Management Company LLC, a limited liability company formed under the laws of the State of Delaware (TCW) and those Persons who have entered into Subscription Agreements with the Company for the purchase of common limited liability company units (collectively, the Common Units) in the Company as members, or who are subsequently admitted to the Company as holders of Common Units (collectively, the Common Unitholders).

Amended and Restated Limited Liability Company Agreement (January 15th, 2019)

Amended and Restated Limited Liability Company Agreement (this "Agreement") of Gadsden Roseville, LLC, dated as of January 14, 2019 (the "Effective Date") among Gadsden Roseville, LLC, a Delaware limited liability company (the "Company"), Gadsden Realty Investments I, LLC (the "Common Member"), and FC Global Realty Incorporated, a Nevada corporation ("FC Global" or the "Series A Preferred Member"). The Common Member and the Series A Preferred Member are also alternatively referred to herein, collectively as "Members" and, individually as a "Member". Certain capitalized terms used in this Agreement are defined in Schedule A annexed hereto.

Amended and Restated Limited Liability Company Agreement (January 15th, 2019)

Amended and Restated Limited Liability Company Agreement (this "Agreement") of Gadsden Roseville, LLC, dated as of January 14, 2019 (the "Effective Date") among Gadsden Roseville, LLC, a Delaware limited liability company (the "Company"), Gadsden Realty Investments I, LLC (the "Common Member"), and FC Global Realty Incorporated, a Nevada corporation ("FC Global" or the "Series A Preferred Member"). The Common Member and the Series A Preferred Member are also alternatively referred to herein, collectively as "Members" and, individually as a "Member". Certain capitalized terms used in this Agreement are defined in Schedule A annexed hereto.

First Amendment to Second Amended and Restated Limited Liability Company Agreement of Och-Ziff Capital Management Group Llc (January 3rd, 2019)

This First Amendment (this "Amendment") to the Second Amended and Restated Limited Liability Company Agreement of Och-Ziff Capital Management Group LLC (the "Company") dated as of November 13, 2007 (as amended, supplemented or modified from time to time, the "LLC Agreement") amends the LLC Agreement as set forth herein. All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the LLC Agreement.

NFE Financial Holdings LLC – First Amended and Restated Limited Liability Company Agreement of New Fortress Energy Llc (December 24th, 2018)

This FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NEW FORTRESS ENERGY LLC, is dated as of , 2019. Capitalized terms used herein without definition shall have the respective meanings ascribed thereto in Section 1.1.

NextEra Energy Partners, LP – AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NEP RENEWABLES, LLC a Delaware Limited Liability Company December 21, 2018 (December 21st, 2018)

This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of NEP Renewables, LLC, a Delaware limited liability company (the "Company"), dated as of December 21, 2018 (the "Effective Date"), is adopted, executed, and agreed to by Western Renewables Partners LLC, a Delaware limited liability company ("GEPIF"), NEP Renewables Holdings, LLC, a Delaware limited liability company ("NEP Member"), each Person that may be admitted as a Member pursuant to the terms of this Agreement, and NextEra Energy Partners, LP, a Delaware limited partnership ("NEP"), solely to the extent of its obligations pursuant to Section 7.02 , Section 7.03, Section 7.04, and Section 7.05.

Community Choice Financial Inc. – Amended & Restated Limited Liability Company Agreement of Ccf Holdings Llc (December 13th, 2018)

THIS AMENDED & RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of CCF Holdings LLC, a Delaware limited liability company (the "Company") is made as of December 12, 2018 (the "Effective Date"), by and among the Company and each of the Members (as defined below).

Ardent Health Partners, LLC – Ardent Health Partners, Llc Amended and Restated Limited Liability Company Agreement (December 4th, 2018)
Ardent Health Partners, LLC – First Amendment to Amended and Restated Limited Liability Company Agreement of Ardent Health Partners, Llc (December 4th, 2018)
Theravance Biopharma, Inc. – Amended and Restated Limited Liability Company Agreement of Triple Royalty Sub Llc (December 3rd, 2018)

THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT, dated as of November 30, 2018 (together with the schedules and exhibit attached hereto, as the same may be amended or otherwise modified from time to time, this Agreement), of Triple Royalty Sub LLC, a Delaware limited liability company (the Company), is entered into by Theravance Biopharma R&D, Inc. (Theravance Biopharma R&D), a Cayman Islands exempted company, as the initial sole equity member (together with its successors and assigns in such capacity pursuant to Section 22 hereof, the Member) of the Company.

J. Alexander's Holdings, Inc. – Grant Agreement, the Profits Interest Units May Be Exchanged by Black Knight for Shares of the Companys Common Stock if the Market Capitalization of the Company Exceeds a Hurdle Amount of Approximately $151,052,000 at the Time of Exchange. The Number of Shares of Company Common Stock Issuable on Exchange Will Be Determined in Accordance With the Terms of the Grant Agreement and the J. Alexanders Holdings, LLC Operating Agreement. Should the Rights Not Be Exercised During the 90-Day Window, the Profits Interest Units Will Expire Unexercised. In Any Event, No Further Shares Can Be Issuable Pursu (November 30th, 2018)
Pattern Energy Group Inc. – Amended and Restated Limited Liability Company Agreement (November 27th, 2018)

This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of Stillwater New B Member LLC (the "Company"), dated as of November 20, 2018 (the "Effective Date"), is adopted, executed and agreed to, for good and valuable consideration, by the Members (as defined herein).

MP Acquisition I Corp. – Amended and Restated Limited Liability Company Agreement of Usws Holdings Llc Dated as of November 9, 2018 (November 16th, 2018)

This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (as amended, supplemented or restated from time to time, this "Agreement") of USWS Holdings LLC, a Delaware limited liability company (the "Company"), is made and entered into as of November 9, 2018, by and among the Company, U.S. Well Services, Inc., a Delaware corporation formerly known as Matlin & Partners Acquisition Corporation ("PubCo"), in its capacity as the initial Manager, and each Person who is or at any time becomes a Member in accordance with the terms of this Agreement and the Act. Capitalized terms used herein and not otherwise defined have the respective meanings set forth in Section 1.1.

Griffin-American Healthcare REIT III, Inc. – FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TRILOGY REIT HOLDINGS, LLC (A Delaware Limited Liability Company) Dated as of October 1, 2018 (November 14th, 2018)

THIS FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of TRILOGY REIT HOLDINGS, LLC (the "Company") is entered into as of October 1, 2018 by and between GAHC3 TRILOGY JV, LLC ("GAHR3"), a Delaware limited liability company, as a member and the sole manager, TRILOGY HOLDINGS NT-HCI, LLC, a Delaware limited liability company ("NHI"), as a member, and GAHC4 TRILOGY JV, LLC ("GAHR4"), a Delaware limited liability company, as a member.

SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF GBW RAILCAR SERVICES HOLDINGS, L.L.C. (A Delaware Limited Liability Company) THESE MEMBERSHIP INTERESTS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR PURSUANT TO THE PROVISIONS OF ANY STATE SECURITIES ACT CERTAIN RESTRICTIONS ON TRANSFERS OF INTERESTS ARE SET FORTH HEREIN (October 26th, 2018)
EQT GP Holdings, LP – SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF EQGP SERVICES, LLC a Delaware Limited Liability Company Dated as of October 12, 2018 (October 15th, 2018)

This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this Agreement) of EQGP Services, LLC (the Company), dated as of October 12, 2018, is adopted, executed and agreed to by EQT Gathering Holdings, LLC, a Delaware limited liability company, as the sole member of the Company (in such capacity, the Sole Member).

Eqt Midstream Partners Lp – FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF EQM MIDSTREAM SERVICES, LLC a Delaware Limited Liability Company Dated as of October 12, 2018 (October 15th, 2018)

This FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this Agreement) of EQM Midstream Services, LLC (the Company), dated as of October 12, 2018, is adopted, executed and agreed to by EQGP Holdings, LP, a Delaware limited partnership (EQGP), as the sole member of the Company (in such capacity, the Sole Member).

Stonemor Partners L.P. – In Connection With Your Retirement From the Board of Directors of StoneMor GP, LLC (The General Partner), and Conditioned Thereupon, This Letter Agreement (Agreement) Sets Forth the Terms on Which You and StoneMor Partners, L.P. (The Partnership) Have Agreed to Resolve Certain Matters Relating to Your Awards of Time-Based and Performance-Based Units Granted December 31, 2015 and July 5, 2016 (Collectively, the Awards) Under the Partnerships 2014 Long-Term Incentive Plan (The Plan). We Have Agreed That an Aggregate of 22,644 Previously Unvested Time-Based Units Under the Awards (The TVUs) Becam (October 12th, 2018)
Linn Energy – SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ROAN RESOURCES LLC a Delaware Limited Liability Company (September 24th, 2018)
Bf - Lmrk Jv Llc Amended and Restated Limited Liability Company Agreement (September 24th, 2018)

LIMITED LIABILITY COMPANY INTERESTS IN BF - LMRK JV LLC, A DELAWARE LIMITED LIABILITY COMPANY, HAVE NOT BEEN REGISTERED WITH OR QUALIFIED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE OR ANY OTHER JURISDICTION. THE INTERESTS ARE BEING SOLD IN RELIANCE UPON EXEMPTIONS FROM SUCH REGISTRATION OR QUALIFICATION REQUIREMENTS. THE INTERESTS CANNOT BE SOLD, TRANSFERRED, ASSIGNED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH THE RESTRICTIONS ON TRANSFERABILITY CONTAINED IN THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BF - LMRK JV LLC, AND APPLICABLE FEDERAL, STATE AND OTHER SECURITIES LAWS.

Legacy Reserves Lp – Fourth Amendment to Amended and Restated Limited Liability Company Agreement of Legacy Reserves Gp, Llc (September 20th, 2018)
Nrg Yield Inc. – FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NRG YIELD LLC Dated and Effective as of August 31, 2018 (September 5th, 2018)

This FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this Agreement) of NRG Yield LLC, a Delaware limited liability company (the Company), dated and effective as of August 31, 2018 (the Effective Date), is made by and among the Members (as defined below).

SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Effective as of April 18, 2017 (September 5th, 2018)

This Sixth Amended and Restated Limited Liability Company Agreement (as it may subsequently be amended from time to time in accordance with the terms hereof, this "Agreement," unless as to any provision it is otherwise specified) is entered into effective as of April 18, 2017 (the "Effective Date"), by and among FreshRealm, LLC, a Delaware limited liability company (the "Company"), and the Members (as defined herein) signatory hereto from time to time. This Agreement governs the internal affairs of the Company and the authority of its Members. All of the matters set forth in this Agreement are to be considered the "internal affairs" of the Company. The Members, to the fullest extent possible, waive the application of the laws of any jurisdiction other than Delaware.

Arog Pharmaceuticals, Inc. – AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of AROG PHARMACEUTICALS LLC (August 30th, 2018)

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") OF AROG PHARMACEUTICALS LLC, a Delaware limited liability company (the "Company"), dated as of [*], 2018, by and among the Company, Arog Pharmaceuticals Holdings, Inc., a Delaware corporation ("Pubco"), and JI Biotech, Inc., a Delaware corporation (the "Continuing LLC Owner").

Remora Royalties, Inc. – Amended and Restated Limited Liability Company Agreement of Remora Holdings, Llc Dated as of [*], 2018 (August 13th, 2018)
EVO Payments, Inc. – EVO INVESTCO, LLC SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of May 22, 2018 (August 10th, 2018)

This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement"), dated as of May 22, 2018, is entered into by and among EVO Investco, LLC, a Delaware limited liability company (the "Company"), and its Members.

Tesoro Logistics Lp Common Unit – THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TESORO LOGISTICS GP, LLC a Delaware Limited Liability Company Dated as of August 6, 2018 (August 7th, 2018)
Apollo Global Management Llc C – THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF APOLLO PRINCIPAL HOLDINGS XI, LLC Dated March 19, 2018 and Agreed Amongst the Parties Hereto to Be Effective as of March 19, 2018 (August 6th, 2018)

THE ORDINARY SHARES AND OTHER UNITS OF APOLLO PRINCIPAL HOLDINGS XI, LLC HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE "SECURITIES ACT"), THE SECURITIES LAWS OF ANY STATE, PROVINCE OR ANY OTHER APPLICABLE SECURITIES LAWS AND ARE BEING ISSUED IN RELIANCE UPON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND SUCH LAWS. SUCH UNITS MUST BE ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE OFFERED FOR SALE, PLEDGED, HYPOTHECATED, SOLD, ASSIGNED OR TRANSFERRED AT ANY TIME EXCEPT IN COMPLIANCE WITH (I) THE SECURITIES ACT, ANY APPLICABLE SECURITIES LAWS OF ANY STATE OR PROVINCE, AND ANY OTHER APPLICABLE SECURITIES LAWS; AND (II) THE TERMS AND CONDITIONS OF THIS LIMITED LIABILITY COMPANY AGREEMENT. THE UNITS MAY NOT BE TRANSFERRED OF RECORD EXCEPT IN COMPLIANCE WITH SUCH LAWS AND THIS LIMITED LIABILITY COMPANY AGREEMENT. THEREFORE, PURCHASERS AND OTHER TRANSFEREES OF SUCH UNITS W