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Common use of Class A Common Units Clause in Contracts

Class A Common Units. (a) As of the Effective Time, the number of Class A Common Units issued to CII is 217,585,243, and the number of Class A Common Units issued to Vulcan Cable is 63,917,028. In connection with Vulcan Cable's Capital Contributions pursuant to Section 3.1.1(c), the Company will issue to Vulcan Cable a number of additional Class A Common Units equal to Seven Hundred Fifty Million Dollars ($750,000,000), divided by the net IPO price per share of Class A Common Stock. (b) After the Effective Time, if CII or any Affiliate of CII (other than PublicCo) contributes any assets to the Company, the Members' Membership Interests will be adjusted, and additional Class A Common Units will be issued to CII or such Affiliate and Common Units will be diluted on a proportional basis with Class B Common Units. (c) Notwithstanding any other provision of this Section 3.6, upon contribution of cash by CII or its Affiliate (other than PublicCo) to the Company pursuant to Section 3.1.1(d), the number of Class A Common Units to be issued to CII or such Affiliate will be (i) the amount of cash contributed by CII or such Affiliate, divided by (ii) the IPO price per share of Class A Common Stock. (d) Upon the acquisition of Class A Preferred Units pursuant to the Rifkxx Xxx Agreement by CII or its Affiliate (other than PublicCo), such Class A Preferred Units will be converted into Class A Common Units. CII or such Affiliate will be deemed to have made a Capital Contribution of cash to the Company in the amount paid to a Class A Preferred Member pursuant to the Rifkxx Xxx Agreement, and the Company will be deemed to have issued Class A Common Units to CII or its Affiliate. The number of Class A Common Units acquired by CII or such Affiliate pursuant to this Section 3.6.2(d) will be (i) the net purchase price paid by CII or such Affiliate for the Class A Preferred Units, divided by (ii) the IPO price per share of Class A Common Stock. (e) The Company may and is authorized to issue Class A Common Units to certain Persons pursuant to the terms of the Company's employee option/compensatory plans and agreements.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Charter Communications Inc /Mo/), Limited Liability Company Agreement (Charter Communications Inc /Mo/)

Class A Common Units. (a) As of the Effective TimeDate, the number of Class A Common Units issued to CII is 217,585,243Two Hundred Seventeen Million Five Hundred Eighty-Five Thousand Two Hundred Forty-Six (217,585,246), and the number of Class A Common Units issued to Vulcan Cable is 63,917,028. In connection with Vulcan Cable's Capital Contributions pursuant to Section 3.1.1(c), the Company will issue to Vulcan Cable a number of additional Class A Common Units equal to One Hundred Six Million Seven Hundred Fifty Million Dollars Fifteen Thousand Two Hundred Thirty-Three ($750,000,000106,715,233), divided by the net IPO price per share of Class A Common Stock. (b) After the Effective TimeDate, if CII or any Affiliate of CII (other than PublicCo) contributes any assets to the Company, the Members' Membership Interests will be adjusted, and additional Class A Common Units will be issued to CII or such Affiliate Affiliate, and Common Units will be diluted on a proportional basis with Class B Common Units. (c) Notwithstanding any other provision of this Section 3.6, upon contribution of cash by CII or its Affiliate (other than PublicCo) to the Company pursuant to Section 3.1.1(d), the number of Class A Common Units to be issued to CII or such Affiliate will be (i) the amount of cash contributed by CII or such Affiliate, divided by (ii) nineteen dollars ($19) (subject to an appropriate adjustment if the IPO price per share of Class A Company’s Common StockUnits are split, subdivided or combined after the Effective Date). (d) Upon the acquisition of Class A Preferred Units pursuant to the Rifkxx Xxx Rxxxxx Put Agreement by CII or its Affiliate (other than PublicCo), such Class A Preferred Units will be converted into Class A Common Units. CII or such Affiliate will be deemed to have made a Capital Contribution of cash to the Company in the amount paid to a Class A Preferred Member pursuant to the Rifkxx Xxx Rxxxxx Put Agreement, and the Company will be deemed to have issued Class A Common Units to CII or its Affiliate. The number of Class A Common Units acquired by CII or such Affiliate pursuant to this Section 3.6.2(d) will be (i) the net purchase price paid by CII or such Affiliate for the Class A Preferred Units, divided by (ii) nineteen dollars ($19) (subject to an appropriate adjustment if the IPO price per share of Class A Common Stock. (e) The Company may and is authorized to issue Class A Company’s Common Units to certain Persons pursuant to are split, subdivided or combined after the terms of the Company's employee option/compensatory plans and agreementsEffective Date).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Charter Communications Inc /Mo/)

Class A Common Units. (a) As of the beginning of the Effective TimeDate, the number of Class A Common Units issued to CII is 217,585,243was Two Hundred Seventeen Million Five Hundred Eighty-Five Thousand Two Hundred Forty-Six (217,585,246), and the number of Class A Common Units issued to Vulcan Cable is 63,917,028was One Hundred Six Million Six Hundred Eighty-Five Thousand Two Hundred Ninety-Seven (106,685,297). In On the Effective Date, in connection with Vulcan Cable's Capital Contributions the closing of the asset acquisition contemplated by the Bresnan Purchase Agreement and pursuant to Section 3.1.1(c)3.6.6(c) of the Existing LLC Agreement, the Company will shall issue to Vulcan Cable a number of Twenty-Nine Thousand Nine Hundred Thirty-Six (29,936) additional Class A Common Units equal to Seven Hundred Fifty Million Dollars Vulcan Cable ($750,000,000as a successor in interest of FHGLP), divided by the net IPO price per share of Class A Common Stock. (b) After the Effective TimeDate, if CII or any Affiliate of CII (other than PublicCo) contributes any assets to the Company, the Members' Membership Interests will be adjusted, and additional Class A Common Units will be issued to CII or such Affiliate Affiliate, and Common Units will be diluted on a proportional basis with Class B Common Units. (c) Notwithstanding any other provision of this Section 3.6, upon contribution of cash by CII or its Affiliate (other than PublicCo) to the Company pursuant to Section 3.1.1(d), the number of Class A Common Units to be issued to CII or such Affiliate will be (i) the amount of cash contributed by CII or such Affiliate, divided by (ii) nineteen dollars ($19) (subject to an appropriate adjustment if the IPO price per share of Class A Company's Common StockUnits are split, subdivided or combined after the Effective Date). (d) Upon the acquisition of Class A Preferred Units pursuant to the Rifkxx Xxx Agreement by CII or its Affiliate (other than PublicCo), such Class A Preferred Units will be converted into Class A Common Units. CII or such Affiliate will be deemed to have made a Capital Contribution of cash to the Company in the amount paid to a Class A Preferred Member pursuant to the Rifkxx Xxx Agreement, and the Company will be deemed to have issued Class A Common Units to CII or its Affiliate. The number of Class A Common Units acquired by CII or such Affiliate pursuant to this Section 3.6.2(d3.6.2(e) will be (i) the net purchase price paid by CII or such Affiliate for the Class A Preferred Units, -19- 21 divided by (ii) the IPO price per share of Class A Common Stock. nineteen dollars (e$19) The Company may and is authorized (subject to issue Class A Common Units to certain Persons pursuant to the terms of an appropriate adjustment if the Company's employee option/compensatory plans and agreementsCommon Units are split, subdivided or combined after the Effective Date).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Charter Communications Inc /Mo/)

Class A Common Units. (a) As of the Effective TimeDate, the number of Class A Common Units issued to CII is 217,585,243Two Hundred Seventeen Million Five Hundred Eighty-Five Thousand Two Hundred Forty-Six (217,585,246), and the number of Class A Common Units issued to Vulcan Cable is 63,917,028. In connection with Vulcan Cable's Capital Contributions pursuant to Section 3.1.1(c), the Company will issue to Vulcan Cable a number of additional Class A Common Units equal to One Hundred Six Million Seven Hundred Fifty Million Dollars Fifteen Thousand Two Hundred Thirty-Three ($750,000,000106,715,233), divided by the net IPO price per share of Class A Common Stock. (b) After the Effective TimeDate, if CII or any Affiliate of CII (other than PublicCo) contributes any assets to the Company, the Members' Membership Interests will be adjusted, and additional Class A Common Units will be issued to CII or such Affiliate Affiliate, and Common Units will be diluted on a proportional basis with Class B Common Units. (c) Notwithstanding any other provision of this Section 3.6, upon contribution of cash by CII or its Affiliate (other than PublicCo) to the Company pursuant to Section 3.1.1(d), the number of Class A Common Units to be issued to CII or such Affiliate will be (i) the amount of cash contributed by CII or such Affiliate, divided by (ii) the IPO price per share of Class A Common Stock. (d) Upon the acquisition of Class A Preferred Units pursuant to the Rifkxx Xxx Agreement by CII or its Affiliate (other than PublicCo), such Class A Preferred Units will be converted into Class A Common Units. CII or such Affiliate will be deemed to have made a Capital Contribution of cash to the Company in the amount paid to a Class A Preferred Member pursuant to the Rifkxx Xxx Agreement, and the Company will be deemed to have issued Class A Common Units to CII or its Affiliate. The number of Class A Common Units acquired by CII or such Affiliate pursuant to this Section 3.6.2(d) will be (i) the net purchase price paid by CII or such Affiliate for the Class A Preferred Units, divided by (ii) the IPO price per share of Class A Common Stock. nineteen dollars (e$19) The Company may and is authorized (subject to issue Class A Common Units to certain Persons pursuant to the terms of an appropriate adjustment if the Company's employee option/compensatory plans and agreementsCommon Units are split, subdivided or combined after the Effective Date).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Charter Communications Inc /Mo/)