2.7 units. 'unit' shall mean an equity interest in the company. the company shall have two classes of units: class a and class b. the two classes of units shall be identical in all respects except for their respective voting interests. the number of units owned by each member shall be determined in connection with the issuance of a membership interest in the company in exchange for the capital contribution made by such member. initially the units shall not be represented by certificates. if the management committee determines that it is in the interest of the company to issue certificates representing the units, certificates shall be issued and the units shall be represented by such certificates. the company is authorized to issue _________ class a units and _________ class b units.
2.8 voting interest. (a) with respect to the class a units, 'voting interest' shall mean that number of class a units held by a member, and (b) with respect to the class b units, 'voting interest' shall mean that number of class b units held by a member divided by 10.
article 3
capital contributions
3.1 initial capital contributions.
(a) in accordance with the terms of the contribution agreement, aaa has contributed to the company all of its right, title and interest in and to the aaa contributed assets. as a result of such contribution, aaa has been credited with a capital account equal to $ _________, and has received $ _________ class a units.
(b) in accordance with the terms of the subscription agreement, bbb has agreed to contribute to the company, effective as of the date hereof, a promissory note (the 'capital note') in the amount of $ _________, and such amount shall be credited to its capital account when and as the payments of principal are made on the capital note. as a result of its agreement to make such contribution and pursuant to the subscription agreement, bbb is hereby aaatted as a member of the company, and has received $ _________ class a units.
(c) as a result of the transactions described above, the members own the number and classes of units and have capital account balances attributable to the units as set forth below:
class a units class b units capital account balance
aaa $ _________ -0- $ _________
bbb $ _________ -0- $ 0
(d) based on the above, the initial sharing ratio of aaa is 50%, and the initial sharing ratio of bbb is 50%.
3.2 additional capital contributions.
(a) if, from time to time in the reasonable judgment of the management committee, the company requires additional capital for any purpose, the management committee is hereby authorized to cause the company to issue additional units, on terms and conditions and with repayment priorities as approved by the management committee. notwithstanding the foregoing, until a third party becomes a member, units shall not be issued at a price per unit that is less than _________$.