Common use of Issuance of Additional LLC Interests Clause in Contracts

Issuance of Additional LLC Interests. (a) Subject to Sections 5.11, 7.1 and 7.5 hereof, the Board may admit new Members to the LLC, issue additional LLC Interests and, pursuant to a written plan adopted and approved by the Board under Section 5.11 (an "Incentive Plan") issue Common Interests, or grant options to purchase Common Interests. As a condition to the admission of a new Member, such Member must become a party to this Agreement by signing a counterpart signature page to this Agreement. (b) Upon the issuance of additional LLC Interests to a Member, the LLC shall make the appropriate revisions to Schedule 1 hereto to reflect the additional LLC Interests issued to the Member and identifying the Member, other than Roxbury or any entity consolidated with Wilmington for Federal income tax purposes, as a Principal. (c) Upon the issuance of additional Common Interests pursuant to an Incentive Plan or otherwise, the percentage "[ * ]%" set forth in Section 6.3(a)(i)(A) hereof and used to calculate the Preferred Member Revenue Share shall be reduced in an amount and in a manner agreed to by Members holding a majority of the outstanding Preferred Membership Points and Members holding a majority of the outstanding Common Membership Points to reflect the parties' agreement that any such issuance of Common Interests will dilute the ownership of the LLC represented by the Preferred Interests as well as the Common Interests. See an example in Exhibit F.

Appears in 2 contracts

Sources: Limited Liability Company Agreement (Wilmington Trust Corp), Limited Liability Company Agreement (Wilmington Trust Corp)