Participation Threshold. As of the date of each grant of Class B Common Units, the Manager shall establish an initial “Participation Threshold” amount with respect to each Class B Common Unit granted on such date. Unless otherwise determined by the Manager (who shall determine the Participation Threshold in such a manner that newly granted Class B Common Units have a liquidation value of zero in accordance with IRS Revenue Procedure 93-27 and other authorities), the Participation Threshold with respect to each such Class B Common Unit granted on such date shall be equal to or greater than the amount (as determined by the Manager in its sole discretion) that would be distributed with respect to a Class A Common Unit pursuant to Section 4.1(b) if the Company distributed to the Unitholders an amount equal to the Total Equity Value as of such date in accordance with Section 4.1(b); provided that, for the avoidance of doubt, in making such calculation prior Tax Distributions shall be treated as if made on such date as part of such hypothetical Distribution. The purchase price of each Class B Common Unit, if any, shall be as determined by the Manager. The Manager may designate a series number for Class B Common Units that have the same Participation Threshold, which Participation Threshold may differ from the Participation Thresholds of other series of Class B Common Units not included in such subset. Each Class B Common Unit’s Participation Threshold shall be adjusted (in the discretion and as determined by the Manager) after the grant of such Class B Common Unit in the following manner:
(i) In the event any Distribution with respect to Class A Common Units is made pursuant to Section 4.1(b), the Participation Threshold of each Class B Common Unit outstanding at the time of such Distribution shall be reduced (but not below zero) by the amount that each Class A Common Unit receives in such Distribution (with such reduction occurring immediately after the determination of the portion of such Distribution, if any, that such Class A Common Unit is entitled to receive); provided that, the Participation Threshold of such Class B Common Unit shall not be reduced by (x) such Distribution to the extent that such Class B Common Unit is entitled to receive such Distribution or (y) any Tax Distribution made pursuant to Section 4.1(a).
(ii) If the Company at any time subdivides (by any Unit split or otherwise) the Common Units into a greater number of Units, the Participation Threshold of each Clas...
Participation Threshold. Notwithstanding any other provision in the Plan, the Israeli Appendix or this Agreement, the Participant shall not be entitled to any Distributions (as defined in the LLC Agreement) with respect to any Incentive Units subject to the Award unless and until the Incentive Units have vested (i.e., are Vested Incentive Units) and the Participation Threshold (as defined in and determined pursuant to the LLC Agreement) has first been met. For the purposes herein, the Participation Threshold shall be equal to $ .
Participation Threshold. For purposes of Section 3.3.2 of the LLC Agreement, the Participation Threshold of the Purchased Units will be $0.
Participation Threshold. The Participation Threshold for each Class B Unit granted to the Participant pursuant to this Agreement is equal to $[_____], such amount being determined by the General Partner as of the Grant Date pursuant to the terms of the LP Agreement. 81636080V1 NOVEMBER 07, 2019 1:54 PM
Participation Threshold. Notwithstanding any other provision in the Plan or this Agreement, the Participant shall not be entitled to any Distributions (as defined in the LLC Agreement) with respect to any Incentive Units subject to the Award unless and until the Incentive Units have vested (i.e., are Vested Incentive Units) and the Participation Threshold (as defined in and determined pursuant to the LLC Agreement) has first been met. For the purposes herein, the Participation Threshold shall be equal to $ .
Participation Threshold. For purposes of Section 3.3.2 of the LLC Agreement, the Participation Threshold of the Incentive Units granted hereunder is $XXX,XXX,XXX. This means that the Incentive Units granted hereunder will not be entitled to share in Distributions unless and until the currently outstanding Common Units and Incentive Units with a lower Participation Threshold are distributed an aggregate amount equal to $XXX,XXX,XXX; provided, however, that such Distributions must have been made after the issuance date of the Incentive Units. In addition, the Incentive Units must have vested before they receive any Distributions. The Participation Threshold when expressed on a per Unit basis is $X.XX.
Participation Threshold a. This Settlement is conditioned upon the receipt by Claimants’ Counsel or the Claim Administrator of executed Settlement Acceptance and Approval Forms from 95% of Claimants (or, in other words, 72 of the 75 Claimants). In the event that Claimants’ Counsel does not obtain the specified percentage of executed Settlement Acceptance and Approval Forms within thirty (30) days, Molekule in its sole discretion will have the option to terminate this Settlement and will not be obligated to make any payment hereunder. After this thirty (30) day period, Molekule will have twenty-one (21) days to exercise its option to terminate.
b. To the extent less than 100% of Claimants execute Settlement Acceptance and Approval Forms (and assuming Molekule does not exercise its option to terminate the agreement in the event the percentage of Claimants accepting the proposed settlement is less than 95%), Molekule shall not be required to pay any consideration that is allocated to non-releasing Claimants. For clarity, if $1,000 is allocated to a Claimant who does not execute this settlement, the total consideration due would be reduced by $1,000.
c. It is the intent of the Parties that the settlement of this matter shall fully resolve all claims between Claimants and Molekule. Claimants’ Counsel agrees that it shall terminate its representation of any Claimants who do not execute Settlement Acceptance and Approval Forms. This provision is not intended to be, and shall not be construed as, an impermissible limitation on Claimants’ Counsel’s legal or ethical rights or obligations to practice law.
Participation Threshold. The Incentive Units issued hereunder have no Participation Threshold.
Participation Threshold. For purposes of Section 3.3.2 of the LLC Agreement, the Participation Threshold of the Zero Strike Incentive Units granted hereunder is $0.00. This means that the Zero Strike Incentive Units granted hereunder will be entitled to share in any Distributions made after the date the Zero Strike Incentive Units have vested.
Participation Threshold. The Participation Threshold of the Incentive Unit Equivalents granted hereunder is the amount set forth in the Announcement. This means that the Incentive Unit Equivalents granted hereunder will not be entitled to share in Distributions unless and until the currently outstanding Common Units, Incentive Units, and Incentive Unit Equivalents with a lower Participation Threshold are distributed an aggregate amount equal to the Participation Threshold set forth in the Announcement; provided, however, that such Distributions must have been made after the issuance date of the Incentive Unit Equivalents hereunder. In addition, the Incentive Unit Equivalents must have vested before they receive any Distributions.
