Adjustment of Sharing Ratios and Units Sample Clauses

Adjustment of Sharing Ratios and Units. Unless otherwise agreed in writing by all of the Members, in no event will additional Units be issued in connection with any Capital Contribution made pursuant to Section 3.2(a). The Capital Account balances, and Sharing Ratios in effect at the time of a Capital Contribution made pursuant to Section 3.2(a) shall be adjusted in proportion to the respective amounts of additional capital contributed by each Class A Member in response to a Capital Call, subject to the provisions of Section 3.3 in the event a Class A Member fails to timely make all or any portion of the Capital Contribution required to be made by such Class A Member pursuant to a Capital Call. Following all Capital Contributions made by one or more Class A Members pursuant to Section 3.2(a), including any advances made by one or more Participating Members pursuant to Section 3.3, the number of Class A Units held by each Class A Member shall be deemed to equal (i) the aggregate number of Class A Units then outstanding, multiplied by (ii) a fraction, the numerator of which is the aggregate fair market value (as of the date such Capital Contributions were made) of all Capital Contributions made by, or transferred to, such Class A Member since the inception of the Company with respect to Class A Units then held by such Member, and the denominator of which is the aggregate fair market value (as of the date such Capital Contributions were made) of all Capital Contributions made by all Class A Members since the inception of the Company. Following each Capital Contribution made pursuant to Section 3.2(a) or Section 3.3, Exhibit A shall be updated appropriately to reflect any changes in the Sharing Ratio and/or the number of Class A Units held by each Class A Member. For the avoidance of doubt, the Sharing Ratio and number of Class B Units held by each Class B Member shall in no way be affected by any Capital Contributions made by the Class A Members pursuant to Section 3.2(a) or Section 3.3, and in no event will any such Capital Contribution trigger any preemptive right, right of first refusal, tag-along right, drag-along right, or any similar right in favor of the Company or any Member, whether pursuant to Section 6.6, Section 9.2, Section 9.3, Section 9.4, or otherwise.
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs

Related to Adjustment of Sharing Ratios and Units

  • Adjustment of Shares In the event of stock dividends, spin-offs of assets or other extraordinary dividends, stock splits, combinations of shares, recapitalizations, mergers, consolidations, reorganizations, liquidations, issuances of rights or warrants and similar transactions or events involving Company, appropriate adjustments shall be made to the terms and provisions of the Option as provided in the Plan.

  • Replacement of Shares If any certificate or instrument evidencing any Shares is mutilated, lost, stolen or destroyed, the Company shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof (in the case of mutilation), or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company of such loss, theft or destruction. The applicant for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs (including customary indemnity) associated with the issuance of such replacement Shares.

  • Adjustments to Number of Shares The number of shares of Common Stock subject to this Option shall be adjusted to take into account any stock splits, stock dividends, recapitalization of the Common Stock as provided in the Stock Option Plan.

  • Adjustment of Number of Shares Upon each adjustment in the Warrant Price, the number of Shares purchasable hereunder shall be adjusted, to the nearest whole share, to the product obtained by multiplying the number of Shares purchasable immediately prior to such adjustment in the Warrant Price by a fraction, the numerator of which shall be the Warrant Price immediately prior to such adjustment and the denominator of which shall be the Warrant Price immediately thereafter.

  • Stock Adjustments In the event that during the term of the pledge any stock dividend, reclassification, readjustment or other changes are declared or made in the capital structure of Pledgee, all new, substituted and additional shares or other securities issued by reason of any such change shall be delivered to and held by the Pledgee under the terms of this Security Agreement in the same manner as the Shares originally pledged hereunder. In the event of substitution of such securities, Pledgor, Pledgee and Pledgeholder shall cooperate and execute such documents as are reasonable so as to provide for the substitution of such Collateral and, upon such substitution, references to "Shares" in this Security Agreement shall include the substituted shares of capital stock of Pledgor as a result thereof.

  • Payment of Shares At or prior to the time of delivery of any of our shares you will pay or cause to be paid to the Custodian, for our account, an amount in cash equal to the net asset value of such shares. In the event that you pay for shares sold by you prior to your receipt of payment from purchasers, you are authorized to reimburse yourself for the net asset value of such shares from the offering price of such shares when received by you.

  • Dividend Equivalents and Adjustments (a) Dividend Equivalents shall be paid or credited on RSUs (other than RSUs that, at the relevant record date, previously have been settled or forfeited) as follows, except that the Committee may specify an alternative treatment from that specified in (i), (ii), or (iii) below for any dividend or distribution:

  • Adjustment for Stock Splits, Stock Dividends, Recapitalizations, etc The Exercise Price of this Warrant and the number of shares of Common Stock or other securities at the time issuable upon exercise of this Warrant shall be appropriately adjusted to reflect any stock dividend, stock split, combination of shares, reclassification, recapitalization or other similar event affecting the number of outstanding shares of stock or securities.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!