Classes of Partnership Interests. From and after the date hereof, subject to Section 4.02.A above, the Partnership shall have two classes of Partnership Interests, entitled the “Class A Interest,” (represented by Class A Units) and the “Class B Interest.” Class A Units or new classes of Partnership Interests may be issued to newly admitted Partners in exchange for the contribution by such Partners of cash, real estate partnership interests, stock, notes or other assets or consideration.
Classes of Partnership Interests. (a) The Partnership is hereby authorized to issue the following classes of Partnership Interests in the Partnership in consideration for the aggregate amount of Capital Contributions with respect to each such class: Class of Partnership Interest Aggregate Amount of Capital Contributions General Partner Interest $20,100 Limited Partner Interests $20,079,910.53 apportioned among the Limited Partners as set forth on Exhibit A.
Classes of Partnership Interests. (a) The General Partner may cause the Partnership issue a class of Partnership Interests (including pursuant to Section 4.7(a)) in exchange for a Capital Contribution to a new or existing Partner having rights, preferences and privileges senior to the rights, preferences and privileges of the other Partners ("Preferred Interests"); provided, however, that no Preferred Interest may be issued by the Partnership (other than in connection with the issuance by Tality of preferred equity pursuant to Section 4.7(a)) without the advance written consent of the Holdings Partners, which consent may be given or withheld in their sole and absolute discretion. Except as provided in connection with the issuance of a Partnership Interest pursuant to Section 4.7(a), no Partnership Interest shall be treated as a Preferred Interest unless the issuance and specific terms of such Preferred Interest are set forth in writing by the Partnership and the Partner owning such Preferred Interest.
(b) Except as agreed upon in writing by the General Partner and the Partner to whom a Preferred Interest is issued, references in this Agreement to Partnership Units shall be deemed to exclude references to Preferred Interests, and any Partner that owns both Partnership Units and Preferred Interests shall, unless so agreed, be treated (other than for income tax purposes or otherwise as required by law) as a separate Partner with respect to each class of Partnership Interests owned.
(c) It is the intention of the Partners that the Partnership Interests represented by the Partnership Units constitute the residual equity of the Partnership after taking into account the rights, preferences and privileges of any outstanding Preferred Interests.
Classes of Partnership Interests. The Partnership shall have three (3) classes of Partnership Interests: (a) Class A Partnership Interests, which shall be held by the General Partner and only the General Partner; (b) Class B Partnership Interests, which shall be held by Limited Partners and only by Limited Partners and (c) Class B-1 Partnership Interests, which shall be held by Limited Partners and only by Limited Partners. The Class B Partnership Interests and Class B-1 Partnership Interests may be vested or unvested, and except as expressly provided herein, any reference to Class B Partnership Interests shall be a reference to vested and unvested Class B Partnership Interests and any reference to Class B-1 Partnership Interests shall be a reference to vested and unvested Class B-1 Partnership Interests. Except as provided in this Agreement, (i) vested and unvested Class B Partnership Interests and Class B-1 Partnership Interests shall share equally in rights to allocations and distributions by the Partnership; (ii) Class B Partnership Interests and Class B-1 Partnership Interests may be redeemed pursuant to Section 12.5; (iii) unvested Class B Partnership Interests and Class B-1 Partnership Interests shall vest pursuant to Section 10.2 below; and (iv) vested and unvested Class B Partnership Interests and Class B-1 Partnership Interests may be forfeited by a Limited Partner under the circumstances and in the number set forth in this Agreement. The General Partner may admit Class B Limited Partners and issue Class B Partnership Interests only in exchange for an equal number of Class B Units of Pzena Investment Management, LLC pursuant to the Invitation to Subscribe or for contributions, or on terms and conditions determined by the General Partner in its sole discretion, it being expressly understood and agreed among the Limited Partners that such contribution and such terms and conditions may be different from the corresponding terms and conditions for other Limited Partners. The General Partner may admit Class B-1 Limited Partners and issue Class B-1 Partnership Interests only in exchange for an equal number of Class B-1 Units of Pzena Investment Management, LLC pursuant to the Invitation to Subscribe or for contributions, or on terms and conditions determined by the General Partner in its sole discretion, it being expressly understood and agreed among the Limited Partners that such contribution and such terms and conditions may be different from the corresponding terms and conditions for...
Classes of Partnership Interests. (a) The General Partner may cause the Partnership to issue a class of Partnership Interests (including pursuant to Section 4.7(a)) in exchange for a Capital Contribution to a new or existing Partner having rights, preferences and privileges senior to the rights, preferences and privileges of the other Partners ("Preferred Interests"); provided, however, that no Preferred
Classes of Partnership Interests. (a) As of the date of this Agreement, there shall be two classes of Interests in the Partnership, which shall be designated as “Class A Interests” and “Class B Interests”. The General Partner may create additional classes and series of Interests in the Partnership from time to time on such terms and with such rights and obligations as the General Partner may determine.
(b) Notwithstanding any notice to the contrary in the Certificate, the debts, liabilities, obligations and expenses of the Partnership shall be enforceable against the Partnership generally (and not merely against a particular class or series of Interests), and the assets and revenues of the Partnership shall belong to the Partnership generally (and not to a particular class or series of Interests), in each case except as may be expressly provided in this Agreement.
Classes of Partnership Interests. (a) The Partnership is hereby authorized to issue the following classes of Partnership Interests in the Partnership in consideration for the aggregate amount of Capital Contributions with respect to each such class: Class of Partnership Interest Aggregate Amount of Capital Contributions ----------------------------- ----------------------------------------- General Partner Interest $20,050 Limited Partner Interests $20,029,950 apportioned among the Limited Partners as set forth on Exhibit A.
Classes of Partnership Interests. The Partnership shall have two (2) classes of Partnership Interests: (a) Class A Partnership Interests, which shall be held by the General Partner and only the General Partner; and (b) Class B Partnership Interests, which shall be held by Limited Partners and only by Limited Partners. The Class B Partnership Interests may be vested or unvested, and except as expressly provided herein, any reference to Class B Partnership Interests shall be a reference to vested and unvested Class B Partnership Interests. Except as provided in this Agreement, (i) vested and unvested Class B Partnership Interests shall share equally in rights to allocations and distributions by the Partnership; (ii) Class B Partnership Interests may be redeemed pursuant to Section 12.5; (iii) unvested Class B Partnership Interests shall vest pursuant to Section 10.2 below; and (iv) vested and unvested Class B Partnership Interests may be forfeited by a Limited Partner under the circumstances and in the number set forth in this Agreement. The General Partner may admit Limited Partners and issue Class B Partnership Interests only in exchange for an equal number of Class B Units of Pzena Investment Management, LLC pursuant to the Invitation to Subscribe or for contributions, or on terms and conditions determined by the General Partner in its sole discretion, it being expressly understood and agreed among the Limited Partners that such contribution and such terms and conditions may be different from the corresponding terms and conditions for other Limited Partners.
Classes of Partnership Interests.
(a) The Partnership is offering Class A limited partner interests (the “Class A Interests”) and Class B limited partner interests (the “Class B Interests”).
(b) The Partnership may offer additional classes, sub-classes, series or sub-series of Interests on such terms and conditions as may be determined by the General Partner; provided that for the avoidance of doubt, the Partnership may not offer an additional class or sub-class of Interests solely for the purpose of admitting an additional Limited Partner without the consent of the Founding Limited Partner. Such classes, sub- classes, series or sub-series of Interests may differ in terms of the fees, including the Management Fee and/or Performance Fee charged, minimum Subscription (if any), withdrawal privileges (including preferential withdrawal privileges), investment strategies, reporting, participation in profits and losses attributable to any investment by the Portfolio Managers in New Issues and other rights. A Partner shall be permitted to hold Interests of more than one Class, sub-class, series or sub-series.
Classes of Partnership Interests
