Issuance of Restricted Stock. A. The Company shall issue such number of shares of Common Stock as are to be issued to the Employee or Consultant of the Operating Company in accordance with the terms of the Plan. B. Concurrently with or prior to such issuance, an Employee or Consultant of the Operating Company shall pay the purchase price (if any) of the Restricted Stock to the Company in exchange for the issuance of the Restricted Stock. C. The Company shall transfer any such purchase price to the Operating Company. For tax purposes, any such purchase price shall be treated as paid by the Employee or Consultant of the Operating Company to the Operating Company as the employer of the Employee or the recipient of the Consultant’s services (i.e., not a capital contribution). D. Prior to the Vesting Date, the Company shall pay dividends to the holder of the Restricted Stock and make any other payments to the Employee or Consultant of the Operating Company as provided by the terms of the Restricted Stock award, provided that the Operating Company shall reimburse the Company for such amounts and deduct such amounts as compensation. In order to effectuate the foregoing, in addition to the Operating Company’s distributions to the Company with respect to the Common Units held by the Company, the Operating Company shall make an additional payment to the Company in the amount of this reimbursement, which shall not be treated as a partnership distribution. The Company and the Operating Company shall treat such payments as having been made by the Operating Company (and not by the Company) to such Employee or Consultant, and the Operating Company shall report such payments as compensation to the Employee or Consultant of the Operating Company for all purposes.
Appears in 5 contracts
Samples: Operating Agreement (Greenlane Holdings, Inc.), Operating Agreement (Greenlane Holdings, Inc.), Operating Agreement (Greenlane Holdings, Inc.)
Issuance of Restricted Stock. A. The Company Corporation shall issue such number of shares of Common Restricted Stock as are to be issued to the Employee or Consultant of the Operating Company Service Provider in accordance with the terms of the Plan.
B. Concurrently with or prior to such issuance, an Employee or Consultant of the Operating Company Service Provider shall pay the purchase price (if any) of the Restricted Stock to the Company Corporation in exchange for the issuance of the Restricted Stock.
C. The Company Corporation shall transfer any such purchase price to the Operating Company (and, if the Operating Company Service Provider is an Employee or other Service Provider of a Subsidiary of the Operating Company, the Operating Company shall transfer such purchase price to such Subsidiary of the Operating Company). For tax purposes, any such purchase price shall be treated as paid by the Employee or Consultant of the Operating Company Service Provider to the Operating Company (or an applicable Subsidiary) as the employer of the Employee or the recipient of the Consultant’s services (i.e., not a capital contribution).
D. Prior to the Vesting Date, the Company Corporation shall pay dividends to the holder of the Restricted Stock and make any other payments to the Employee or Consultant of the Operating Company Service Provider (less any applicable withholding and other payroll taxes) as provided by the terms of the Restricted Stock awardAward Agreement, provided that the Operating Company (or, if the Operating Company Service Provider is an Employee or other Service Providers of a Subsidiary of the Operating Company, the Subsidiary of the Operating Company) shall reimburse the Company Corporation for such amounts amounts, handle any applicable withholding and deduct such amounts as compensation. In order to effectuate the foregoing, in addition to the Operating Company’s distributions to the Company Corporation with respect to the Common Units held by the CompanyCorporation, the Operating Company (or the applicable Subsidiary) shall make an additional payment to the Company Corporation in the amount of this reimbursement, which shall not be treated as a partnership distribution. The Company and the Operating Company Such dividend or other payments shall treat such payments be treated as having been made by the Operating Company (or the applicable Subsidiary), and not by the Company) Corporation, to such Employee or ConsultantOperating Company Service Provider, and the Operating Company (or the applicable Subsidiary) shall report such payments as compensation to the Employee or Consultant of the Operating Company Service Provider for all purposes.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Smith Douglas Homes Corp.), Limited Liability Company Agreement (Smith Douglas Homes Corp.)
Issuance of Restricted Stock. A. The Company Corporation shall issue such number of shares of Common Restricted Stock as are to be issued to the Employee or Consultant of the Operating Company Service Provider in accordance with the terms of the Plan.
B. Concurrently with or prior to such issuance, an Employee or Consultant of the Operating Company Service Provider shall pay the purchase price (if any) of the Restricted Stock to the Company Corporation in exchange for the issuance of the Restricted Stock.
C. The Company Corporation shall transfer any such purchase price to the Operating Company (and, if the Operating Company Service Provider is an Employee or other Service Provider of a Subsidiary of the Operating Company. For , the Operating Company shall transfer such purchase price to such Subsidiary of the Operating Company).For tax purposes, any such purchase price shall be treated as paid by the Employee or Consultant of the Operating Company Service Provider to the Operating Company (or an applicable Subsidiary) as the employer of the Employee or the recipient of the Consultant’s services (i.e., not a capital contribution).
D. Prior to the Vesting Date, the Company Corporation shall pay dividends to the holder of the Restricted Stock and make any other payments to the Employee or Consultant of the Operating Company Service Provider (less any applicable withholding and other payroll taxes) as provided by the terms of the Restricted Stock awardAward Agreement, provided that the Operating Company (or, if the Operating Company Service Provider is an Employee or other Service Providers of a Subsidiary of the Operating Company, the Subsidiary of the Operating Company) shall reimburse the Company Corporation for such amounts amounts, handle any applicable withholding and deduct such amounts as compensation. In order to effectuate the foregoing, in addition to the Operating Company’s distributions to the Company Corporation with respect to the Common Units held by the CompanyCorporation, the Operating Company (or the applicable Subsidiary) shall make an additional payment to the Company Corporation in the amount of this reimbursement, which shall not be treated as a partnership distribution. The Company and the Operating Company Such dividend or other payments shall treat such payments be treated as having been made by the Operating Company (or the applicable Subsidiary), and not by the Company) Corporation, to such Employee or ConsultantOperating Company Service Provider, and the Operating Company (or the applicable Subsidiary) shall report such payments as compensation to the Employee or Consultant of the Operating Company Service Provider for all purposes.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Smith Douglas Homes Corp.), Limited Liability Company Agreement (Smith Douglas Homes Corp.)
Issuance of Restricted Stock. A. The Company Corporation shall issue such number of shares of Common Restricted Stock as are to be issued to the Employee or Consultant of the Operating Company Service Provider in accordance with the terms of the Plan.
B. Concurrently with or prior to such issuance, an Employee or Consultant of the Operating Company Service Provider shall pay the purchase price (if any) of the Restricted Stock to the Company Corporation in exchange for the issuance of the Restricted Stock.
C. The Company Corporation shall transfer any such purchase price to the Operating Company (or, if the Operating Company Service Provider is an employee or other service provider of a Subsidiary of the Operating Company, to such Subsidiary of the Operating Company). For tax purposes, any such purchase price shall be treated as paid by the Employee or Consultant of the Operating Company Service Provider to the Operating Company (or an applicable Subsidiary) as the employer of the Employee or the recipient of the Consultant’s services (i.e., not a capital contribution).
D. Prior to the Vesting Date, the Company Corporation shall pay dividends to the holder of the Restricted Stock and make any other payments to the Employee or Consultant of the Operating Company Service Provider as provided by the terms of the Restricted Stock awardAward Agreement, provided that the Operating Company (or, if the Operating Company Service Provider is an employee or other service provider of a Subsidiary of the Operating Company, the Subsidiary of the Operating Company) shall reimburse the Company Corporation for such amounts and deduct such amounts as compensation. In order to effectuate the foregoing, in addition to the Operating Company’s distributions to the Company Corporation with respect to the Class A Common Units held by the CompanyCorporation, the Operating Company (or the applicable Subsidiary) shall make an additional payment to the Company Corporation in the amount of this reimbursement, which shall not be treated as a partnership distribution. The Company and the Operating Company Such dividend or other payments shall treat such payments be treated as having been made by the Operating Company (or the applicable Subsidiary), and not by the Company) Corporation, to such Employee or ConsultantOperating Company Service Provider, and the Operating Company (or the applicable Subsidiary) shall report such payments as compensation to the Employee or Consultant of the Operating Company Service Provider for all purposes.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Bridge Investment Group Holdings Inc.), Limited Liability Company Agreement (Bridge Investment Group Holdings Inc.)
Issuance of Restricted Stock. A. The Company Corporation shall issue such number of shares of Common Restricted Stock as are to be issued to the Employee or Consultant of the Operating Company Service Provider in accordance with the terms of the Plan.
B. Concurrently with or prior to such issuance, an Employee or Consultant of the Operating Company Service Provider shall pay the purchase price (if any) of the Restricted Stock to the Company Corporation in exchange for the issuance of the Restricted Stock.
C. The Company Corporation shall transfer any such purchase price to the Operating Company (or, if the Operating Company Service Provider is an employee or other service provider of a Subsidiary of the Operating Company, to such Subsidiary of the Operating Company). For tax purposes, any such purchase price shall be treated as paid by the Employee or Consultant of the Operating Company Service Provider to the Operating Company (or an applicable Subsidiary) as the employer of the Employee or the recipient of the Consultant’s services (i.e., not a capital contribution).
D. Prior to the Vesting Date, the Company Corporation shall pay dividends to the holder of the Restricted Stock and make any other payments to the Employee or Consultant of the Operating Company Service Provider as provided by the terms of the Restricted Stock awardAward Agreement, provided that the Operating Company (or, if the Operating Company Service Provider is an employee or other service provider of a Subsidiary of the Operating Company, the Subsidiary of the Operating Company) shall reimburse the Company Corporation for such amounts and deduct such amounts as compensation. In order to effectuate the foregoing, in addition to the Operating Company’s distributions to the Company Corporation with respect to the Common Units held by the CompanyCorporation, the Operating Company (or the applicable Subsidiary) shall make an additional payment to the Company Corporation in the amount of this reimbursement, which shall not be treated as a partnership distribution. The Company and the Operating Company Such dividend or other payments shall treat such payments be treated as having been made by the Operating Company (or the applicable Subsidiary), and not by the Company) Corporation, to such Employee or ConsultantOperating Company Service Provider, and the Operating Company (or the applicable Subsidiary) shall report such payments as compensation to the Employee or Consultant of the Operating Company Service Provider for all purposes.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Solo Brands, Inc.)
Issuance of Restricted Stock. A. The Company Corporation shall issue such number of shares of Common Restricted Stock as are to be issued to the Employee or Consultant of the Operating Company Service Provider in accordance with the terms of the Plan.
B. Concurrently with or prior to such issuance, an Employee or Consultant of the Operating Company Service Provider shall pay the purchase price (if any) of the Restricted Stock to the Company Corporation in exchange for the issuance of the Restricted Stock.
C. The Company Corporation shall transfer any such purchase price to the Operating Company (or, if the Operating Company Service Provider is an employee or other service provider of a Subsidiary of the Operating Company, to such Subsidiary of the Operating Company). For tax purposes, any such purchase price shall be treated as paid by the Employee or Consultant of the Operating Company Service Provider to the Operating Company (or an applicable Subsidiary) as the employer of the Employee or the recipient of the Consultant’s services (i.e., not a capital contribution).
D. Prior to the Vesting Date, the Company Corporation shall pay dividends to the holder of the Restricted Stock and make any other payments to the Employee or Consultant of the Operating Company Service Provider as provided by the terms of the Restricted Stock awardAward Agreement, provided that the Operating Company (or, if the Operating Company Service Provider is an employee or other service provider of a Subsidiary of the Operating Company, the Subsidiary of the Operating Company) shall reimburse the Company Corporation for such amounts and deduct such amounts as compensation. In order to effectuate the foregoing, in addition to the Operating Company’s distributions to the Company Corporation with respect to the Class A Common Units held by the CompanyCorporation, the Operating Company (or the applicable Subsidiary) shall make an additional payment to the Company Corporation in the amount of this reimbursement, which shall not be treated as a partnership distribution. The Company and the Operating Company Such dividend or other payments shall treat such payments be treated as having been made by the Operating Company (or the applicable Subsidiary), and not by the Company) Corporation, to such Employee or ConsultantOperating Company Service Provider, and the Operating Company (or the applicable Subsidiary) shall report such payments as compensation to the Employee or Consultant of the Operating Company Service Provider for all purposes.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Milan Laser Inc.)
Issuance of Restricted Stock. A. The Company Corporation shall issue such number of shares of Common Stock as are to be issued to the Employee or Consultant of the Operating Company Service Provider in accordance with the terms of the Plan.
B. Concurrently with or prior to such issuance, an Employee or Consultant of the Operating Company Service Provider shall pay the purchase price (if any) of the Restricted Stock to the Company Corporation in exchange for the issuance of the Restricted Stock.
C. The Company Corporation shall transfer any such purchase price to the Operating Company (or, if the Operating Company Service Provider is an employee or other service provider of a Subsidiary of the Operating Company, to such Subsidiary of the Operating Company). For tax purposes, any such purchase price shall be treated as paid by the Employee or Consultant of the Operating Company Service Provider to the Operating Company (or an applicable Subsidiary) as the employer of the Employee or the recipient of the Consultant’s services (i.e., not a capital contribution).
D. Prior to the Vesting Date, the Company Corporation shall pay dividends to the holder of the Restricted Stock and make any other payments to the Employee or Consultant of the Operating Company Service Provider as provided by the terms of the Restricted Stock award, provided that the Operating Company (or, if the Operating Company Service Provider is an employee or other service provider of a Subsidiary of the Operating Company, the Subsidiary of the Operating Company) shall reimburse the Company Corporation for such amounts and deduct such amounts as compensation. In order to effectuate the foregoing, in addition to the Operating Company’s distributions to the Company Corporation with respect to the Common Units held by the CompanyCorporation, the Operating Company (or the applicable Subsidiary) shall make an additional payment to the Company Corporation in the amount of this reimbursement, which shall not be treated as a partnership distribution. The Company and the Operating Company Such payments shall treat such payments be treated as having been made by the Operating Company (or the applicable Subsidiary), and not by the Company) Corporation, to such Employee or ConsultantOperating Company Service Provider, and the Operating Company (or the applicable Subsidiary) shall report such payments as compensation to the Employee or Consultant of the Operating Company Service Provider for all purposes.
Appears in 1 contract