PROCEDURES FOR ACTIONS AND CONSENTS OF MEMBERS Sample Clauses

PROCEDURES FOR ACTIONS AND CONSENTS OF MEMBERS. The actions requiring Consent or approval of Non-Managing Members pursuant to this Agreement, including Section 7.3 hereof, or otherwise pursuant to applicable law, are subject to the procedures set forth in this Article XIV and shall require the Consent of the Non-Managing Members unless a different standard or percentage is expressly required by this Agreement for the action in question.

PROCEDURES FOR ACTIONS AND CONSENTS OF MEMBERS. AMENDMENTS; MEETINGS 56 Section 14.1 Procedures for Actions and Consents of Members 56 Section 14.2 Amendments 56 Section 14.3 Actions and Consents of the Members 56 ARTICLE 15 GENERAL PROVISIONS 58 Section 15.1 Redemption Rights of Qualifying Parties 58 Section 15.2 Addresses and Notice 60 Section 15.3 Titles and Captions 60 Section 15.4 Pronouns and Plurals 61 Section 15.5 Further Action 61 Section 15.6 Binding Effect 61 Section 15.7 Waiver 61 Section 15.8 Counterparts 61 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 61 Section 15.10 Entire Agreement 62 Section 15.11 Invalidity of Provisions 62 Section 15.12 Limitation to Preserve REIT Status 62 Section 15.13 No Partition 62 Section 15.14 No Third-Party Rights Created Hereby 63 Section 15.15 No Rights as Stockholders 63 ARTICLE 16 LTIP UNITS 63 Section 16.1 Designation 63 Section 16.2 Vesting 63 Section 16.3 Adjustments 64 Section 16.4 Distributions 64 Section 16.5 Allocations 65 Section 16.6 Transfers 65 Section 16.7 Redemption 65 Section 16.8 Legend 65 Section 16.9 Conversion to Common Units 65 Section 16.10 Voting 67 Section 16.11 Section 83 Safe Harbor 68 ARTICLE 17 CLASS L PREFERRED UNITS 68 Section 17.1 Designation 68 Section 17.2 Distributions 68 Section 17.3 Liquidation Proceeds 69 Section 17.4 Ranking 69 Section 17.5 Voting Rights 69 Section 17.6 Transfer Restrictions 69 Section 17.7 No Sinking Fund 69 ARTICLE 18 CLASS M PREFERRED UNITS 70 Section 18.1 Designation 70 Section 18.2 Distributions 70 Section 18.3 Liquidation Proceeds 71 Section 18.4 Ranking 71 Section 18.5 Voting Rights 71 Section 18.6 Transfer Restrictions 71 Section 18.7 No Sinking Fund 71 ARTICLE 19 CLASS N PREFERRED UNITS 71 Section 19.1 Designation 71 Section 19.2 Distributions 71 Section 19.3 Liquidation Proceeds 72 Section 19.4 Ranking 73 Section 19.5 Voting Rights 73 Section 19.6 Transfer Restrictions 73 Section 19.7 No Sinking Fund Exhibit A EXAMPLES REGARDING ADJUSTMENT FACTOR A-1 Exhibit B NOTICE OF REDEMPTION B-1 Exhibit C CONVERSION NOTICE C-1 Exhibit D FORCED CONVERSION NOTICE D-1 THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF KIMCO REALTY OP, LLC (the “Company”), dated as of January 2, 2024, (the “Effective Date”), is made and entered into by and among KIMCO REALTY CORPORATION, a Maryland corporation (“Kimco”), as the Managing Member, and the Persons from time to time party hereto, as members.

PROCEDURES FOR ACTIONS AND CONSENTS OF MEMBERS. AMENDMENTS; MEETINGS 37 Section 14.1. Procedures for Actions and Consents of Members 37 Section 14.2. Amendments 37 Section 14.3. Meetings of the Members 37 ARTICLE 15.

PROCEDURES FOR ACTIONS AND CONSENTS OF MEMBERS. AMENDMENTS; MEETINGS 68 Section 14.1 Procedures for Actions and Consents of Members 68 Section 14.2 Amendments 68 Section 14.3 Actions and Consents of the Members 69 ARTICLE 15 GENERAL PROVISIONS 70 Section 15.1 Exchange of OPEUs for OP Common Units 70 Section 15.2 Addresses and Notice 71 Section 15.3 Titles and Captions 72 Section 15.4 Pronouns and Plurals 72 Section 15.5 Further Action 72 Section 15.6 Binding Effect 72 Section 15.7 Waiver 72 Section 15.8 Counterparts 72 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial 73 Section 15.10 Entire Agreement 73 Section 15.11 Invalidity of Provisions 73 Section 15.12 No Partition 73 Section 15.13 No Third-Party Rights Created Hereby 74 Section 15.14 No Rights as Unitholders 74 Section 15.15 REIT Subsidiary Ownership Restrictions 74 Exhibit A EXAMPLES REGARDING ADJUSTMENT FACTOR A-1 Exhibit B NOTICE OF EXCHANGE B-1 Exhibit C UNIT DESIGNATION – SERIES A PREFERRED UNITS C-1 THIS NINTH AMENDED AND RESTATED OPERATING AGREEMENT OF Lineage Logistics Holdings, LLC (the “Company”), dated as of July 24, 2024 (the “Effective Date”), is made and entered into by and among the Company, Lineage OP, LP, a Maryland limited partnership, as a member and as managing member of the Company, and the Persons identified as the Members on the books and records of the Company.

PROCEDURES FOR ACTIONS AND CONSENTS OF MEMBERS. AMENDMENTS; MEETINGS

PROCEDURES FOR ACTIONS AND CONSENTS OF MEMBERS. MEETINGS 32 ARTICLE XI EXCHANGE RIGHTS 34 ARTICLE XII MISCELLANEOUS 38 ARTICLE XIII DEFINED TERMS 43

PROCEDURES FOR ACTIONS AND CONSENTS OF MEMBERS. AMENDMENTS; MEETINGS 49 Section 13.1 Actions and Consents of Members 49 Section 13.2 Amendments 49 Section 13.3 Procedures for Meetings and Actions of the Members 49 ARTICLE XIV REDEMPTION RIGHTS 51 Section 14.1 Redemption Rights of Qualifying Parties 51 ARTICLE XV MISCELLANEOUS 53 Section 15.1 Company Counsel 53 Section 15.2 Appointment of Managing Member as Attorney-in-Fact 54 Section 15.3 Company Name; Goodwill 54 Section 15.4 Accounting and Fiscal Year 55 Section 15.5 Entire Agreement 55 Section 15.6 Further Assurances 55 Section 15.7 Notices 55 Section 15.8 Governing Law 56 Section 15.9 Jurisdiction 56 Section 15.10 Equitable Remedies 56 Section 15.11 Construction 56 Section 15.12 Counterparts 56 Section 15.13 Third Party Beneficiaries 56 Section 15.14 Binding Effect 57 Section 15.15 Severability 57 Section 15.16 Survival 57 Section 15.17 Anti-Money Laundering Representations and Undertakings 57 ANNEX A INITIAL COMPANY COMMON UNITS EXHIBIT A: NOTICE OF REDEMPTION EXHIBIT B: ANTI-MONEY LAUNDERING REPRESENTATIONS AND UNDERTAKINGS

PROCEDURES FOR ACTIONS AND CONSENTS OF MEMBERS. AMENDMENTS; MEETINGS 72 14.1 Procedures for Actions and Consents of Members 72 14.2 Amendments 72 14.3 Meetings of the Members; Written Consent Without a Meeting 72 ARTICLE XV. GENERAL PROVISIONS 73 15.1 Addresses and Notice 73 15.2 Titles and Captions 74 15.3 Pronouns and Plurals 74 15.4 Further Action 74 15.5 Binding Effect 74 15.6 Creditors 74 15.7 Waiver 74 15.8 Counterparts 74 15.9 Applicable Law 75 15.10 Entire Agreement 75 15.11 Invalidity of Provisions 75 15.12 No Partition 75 15.13 Uniform Commercial Code Article 8 (Opt-In) 75 Exhibit A Member Information A-1 Exhibit B Notice of Redemption B-1 Exhibit C Form of Joinder Agreement C-1 Exhibit D Example of Certain Calculations Pursuant to Section 5.6.C D-1 Exhibit E Form of Bottom Dollar Guarantee E-1

PROCEDURES FOR ACTIONS AND CONSENTS OF MEMBERS. The actions requiring consent or approval of Non-Managing Members (or Holders, if applicable) pursuant to this Agreement, including Section 7.3 hereof, or otherwise pursuant to applicable law, and all amendments to this Agreement, are subject to the procedures set forth in this Article 14.