Common use of Mandatory Exchanges Clause in Contracts

Mandatory Exchanges. The Managing Member may in its sole discretion at any time and from time to time, without the consent of any Member or other Person, cause to be Transferred in an Exchange Transaction any and all Units, except for Units held by (i) any Service Provider, (ii) any former Service Provider holding at least [·]%3 of the Total Percentage Interest or (iii) any Stockholder Party. Any such determinations by the Managing Member need not be uniform and may be made selectively among Members, whether or not such Members are similarly situated.

Mandatory Exchanges. The Managing Member may in its sole discretion at any time and from time to time, without the consent of any Member or other Person, cause to be Transferred in an Exchange Transaction any and all Units, except for Units held by (i) any Service Provider, (ii) any former Service Provider holding at least [·]%3 of the Total Percentage Interest or (iii) any Stockholder Party. Any such determinations by the Managing Member need not be uniform and may be made selectively among Members, whether or not such Members are similarly situated.

Mandatory Exchanges. The Managing Member may in its sole discretion at any time and from time to time, without the consent of any Member or other Person, cause to be Transferred to the Managing Member in an Exchange Transaction pursuant to Article XI any and all Units, except for (a) Units held by (i) any Service Provider, (ii) any former Service Provider Member holding at least [·]%3 5% of the Total Class A Percentage Interest or Class B Percentage Interest, as applicable and (iiib) any Stockholder Partypreferred Units. Any such determinations by the Managing Member need not be uniform and may be made selectively among Members, whether or not such Members are similarly situated.

Mandatory Exchanges. The Managing Member may in its sole discretion at any time and from time to time, without the consent of any Member or other Person, cause to be Transferred to the Managing Member in an Exchange Transaction pursuant to ARTICLE XI any and all Units, except for (a) Units held by (i) any Service Provider, (ii) any former Service Provider Member holding at least [·]%3 5% of the Total Class A Percentage Interest or Class B Percentage Interest, as applicable and (iiib) any Stockholder Partypreferred Units. Any such determinations by the Managing Member need not be uniform and may be made selectively among Members, whether or not such Members are similarly situated.

Mandatory Exchanges. The Managing Member may in its sole discretion at any time and from time to time, without the consent of any Member or other Person, cause to be Transferred to the Managing Member in an Exchange Transaction any and all Units, except for Units held by (i) any Service Provider, (ii) any former Service Provider Member holding at least [·]%3 3% of the Total Common Percentage Interest or (iii) any Stockholder Party. Any such determinations excluding, for purposes of this calculation, Common Units then owned by the Managing Member need not be uniform and may be made selectively among Membersor any Subsidiary of the Managing Member) (a “Mandatory Exchange”); provided that, whether or not such Members are similarly situated.if at any time:

Mandatory Exchanges. The Managing Member may in its sole discretion at any time and from time to time, without the consent of any Member or other Person, cause to be Transferred to the Managing Member in an Exchange Transaction pursuant to ARTICLE XI any and all Units, except for Units held by (i) any Service Provider, (ii) any former Service Provider Member holding at least [·]%3 5% of the Total Class A Percentage Interest or (iii) any Stockholder PartyClass B Percentage Interest, as applicable. Any such determinations by the Managing Member need not be uniform and may be made selectively among Members, whether or not such Members are similarly situated.

Mandatory Exchanges. The Managing Member may in its sole discretion at any time and from time to time, without the consent of any Member or other Person, cause to be Transferred to the Managing Member in an Exchange Transaction any and all Units, except for Units held by (i) any Service Provider, (ii) any former Service Provider Member holding at least [·]%3 5% of the Total Class A Percentage Interest or (iii) any Stockholder PartyInterest. Any such determinations by the Managing Member need not be uniform and may be made selectively among Members, whether or not such Members are similarly situated.