Common use of Exchange of Class C Units Clause in Contracts

Exchange of Class C Units. A Member holding Class C Units shall have the right, but not the obligation, to exchange all or a portion of its Class C Units for shares of Class A Stock; provided, however, that a Member holding Class C Units shall be required to exchange one Operating Subsidiary Class C Unit in each Operating Subsidiary for one share of Class A Stock. The other terms, conditions and restrictions with respect to such an exchange will be contained in an exchange rights agreement among the Member holding Class C Units, PubCo and the Operating Subsidiaries, to be entered into at the time any LTIP Units held by such Member are first converted to Class C Units (the “Class C Exchange Agreement”). The form of the Class C Exchange Agreement governing the exchange of Class C Units hereafter shall be determined by the Managing Member. If, as a result of an exchange pursuant to this Section 14.03(b) and the terms of a Class C Exchange Agreement, PubCo acquires (in any manner) Class C Units, each such Class C Unit acquired by PubCo will automatically convert into one Class A Unit.

Appears in 6 contracts

Samples: Limited Liability Company Agreement (RCS Capital Corp), Limited Liability Company Agreement (RCS Capital Corp), Limited Liability Company Agreement (RCS Capital Corp)

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Exchange of Class C Units. A Member holding Class C Units shall have the right, but not the obligation, to exchange all or a portion of its Class C Units for shares of Class A Stock; provided, however, that a Member holding Class C Units shall be required to exchange one Operating Subsidiary Class C Unit in each Operating Subsidiary for one share of Class A Stock. The other terms, conditions and restrictions with respect to such an exchange will be contained in an exchange rights agreement among the Member holding Class C Units, PubCo and the Operating SubsidiariesPubCo, to be entered into at the time any LTIP Units held by such Member are first converted to Class C Units (the “Class C Exchange Agreement”). The form of the Class C Exchange Agreement governing the exchange of Class C Units hereafter shall be determined by the Managing Member. If, as a result of an exchange pursuant to this Section 14.03(b) and the terms of a Class C Exchange Agreement, PubCo acquires (in any manner) Class C Units, each such Class C Unit acquired by PubCo will automatically convert into one Class A Unit.

Appears in 1 contract

Samples: Limited Liability Company Agreement (RCS Capital Corp)

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