Common use of Maintenance of One-to-One Ratio Clause in Contracts

Maintenance of One-to-One Ratio. (a) The Company, the Corporation, the Manager, the Members and any other any other Person that is a party to or is otherwise bound by this Agreement hereby acknowledges and agrees that it is the intention of this Article III to maintain at all times a one-to-one ratio between (i) the number of outstanding Class A Common Units and (ii) the number of outstanding shares of Economic Common Stock, disregarding, for purposes of maintaining such one-to-one ratio, (A) Unvested Corporate Shares, (B) treasury shares of the Corporation, (C) non-economic voting shares of the Corporation, such as shares of Class B Common Stock, and (D) shares of preferred stock or other debt or equity securities (including warrants, options or rights) issued by the Corporation that are convertible into or exercisable or exchangeable for shares of Economic Common Stock (except to the extent the net proceeds from such other securities, including any exercise or purchase price payable upon conversion, exercise or exchange thereof, have been contributed by the Corporation to the equity capital of the Company) (clauses (A), (B), (C) and (D), collectively, the “Disregarded Shares”). In the event the Corporation issues shares of Economic Common Stock, transfers or delivers from treasury shares of Economic Common Stock or repurchases or redeems shares of Economic Common Stock, the Company and the Corporation shall undertake all necessary actions (including payments of appropriate consideration by the Corporation to the Company for the issuance to the Corporation of additional of Class A Common Units), such that, after giving effect to all such issuances, transfers or deliveries, repurchases or redemptions, the number of outstanding Class A Common Units shall equal, on a one-for-one basis, the number of outstanding shares of Economic Common Stock, disregarding, for purposes of maintaining such one-to-one ratio, the Disregarded Shares.

Maintenance of One-to-One Ratio. (a) The Except as otherwise determined by the Managing Member, the Company, the CorporationManaging Member and PubCo shall undertake all actions, including, without limitation, an issuance, reclassification, distribution, division or recapitalization, with respect to the Units, the ManagerClass A Shares, the Members and any other any other Person that is a party to Class V Shares, or is otherwise bound by this Agreement hereby acknowledges and agrees that it is the intention of this Article III Series A Preferred Shares, as applicable, to maintain at all times (i) a one-to-one ratio between (i) the number of Series A Preferred Units owned by PubCo, directly or indirectly, and the number of outstanding Class Series A Common Units and Preferred Shares, (ii) the number of outstanding shares of Economic Common Stock“One-to-One Ratio”), disregarding, for purposes of maintaining such onethe One-to-one ratioOne Ratio, (A) Unvested Corporate Shares, treasury stock or (B) treasury shares of the Corporation, (C) non-economic voting shares of the Corporation, such as shares of Class B Common Stock, and (D) shares of preferred stock or other debt or equity securities Equity Securities (including warrants, options or any corresponding rights) issued by the Corporation PubCo that are convertible into or exercisable or exchangeable for shares of Economic Common Stock Class A Shares (except to the extent the net proceeds from such other securities, including any exercise or purchase price payable upon conversion, exercise or exchange thereof, have has been contributed by the Corporation PubCo to the equity capital of the Company) (clauses (A)Company); provided that, in each of the foregoing cases of clause (B), (C) and (D)the issuance of Class A Shares in connection with the conversion, collectivelyexercise or exchange, the “Disregarded Shares”as applicable, of such preferred stock or other debt or Equity Securities, as applicable, shall not be disregarded for purposes of this Section 3.3(c). In Except as otherwise determined by the Managing Member, in the event the Corporation issues shares of Economic Common StockPubCo issues, transfers or delivers from treasury shares of Economic Common Stock stock or repurchases or redeems shares of Economic Common StockClass A Shares in a transaction not contemplated in this Agreement, the Company Managing Member, PubCo and the Corporation Company shall undertake take all necessary actions (including payments of appropriate consideration by the Corporation to the Company for the issuance to the Corporation of additional of Class A Common Units), such that, after giving effect to all such issuances, transfers or transfers, deliveries, repurchases or redemptions, the number of outstanding Class A Common Units shall equalowned, directly or indirectly, by PubCo will equal on a one-for-one basis, basis the number of outstanding shares of Economic Common Stock, disregarding, for purposes of maintaining such one-to-one ratio, the Disregarded Class A Shares.

Maintenance of One-to-One Ratio. (a) The Company, the Corporation, the Manager, the Members and any other any other Person that is a party to or is otherwise bound by this Agreement hereby acknowledges and agrees that it is the intention of this Article III to maintain at all times a one-one- to-one ratio between (i) the number of outstanding Class A Common Units and (ii) the number of outstanding shares of Economic Common Stock, disregarding, for purposes of maintaining such one-to-one ratio, (A) Unvested Corporate Shares, (B) treasury shares of the Corporation, (C) non-economic voting shares of the Corporation, such as shares of Class B Common Stock, and (D) shares of preferred stock or other debt or equity securities (including warrants, options or rights) issued by the Corporation that are convertible into or exercisable or exchangeable for shares of Economic Common Stock (except to the extent the net proceeds from such other securities, including any exercise or purchase price payable upon conversion, exercise or exchange thereof, have been contributed by the Corporation to the equity capital of the Company) (clauses (A), (B), (C) and (D), collectively, the “Disregarded Shares”). In the event the Corporation issues shares of Economic Common Stock, transfers or delivers from treasury shares of Economic Common Stock or repurchases or redeems shares of Economic Common Stock, the Company and the Corporation shall undertake all necessary actions (including payments of appropriate consideration by the Corporation to the Company for the issuance to the Corporation of additional of Class A Common Units), such that, after giving effect to all such issuances, transfers or deliveries, repurchases or redemptions, the number of outstanding Class A Common Units shall equal, on a one-for-one basis, the number of outstanding shares of Economic Common Stock, disregarding, for purposes of maintaining such one-to-one ratio, the Disregarded Shares.