Common use of Partner Interests and Units Clause in Contracts

Partner Interests and Units. Interests in Premier LP shall be represented by units (“Units”) or such other Ownership Interests as the General Partner may establish in its sole discretion in accordance with the terms hereof. As of the Effective Date the Units will be comprised of two Classes, designated as Class A Common Units and Class B Common Units. Ownership of Units shall not be certificated and shall be evidenced solely by the books and records of Premier LP as governed by this Agreement. (a) Class A Common Units are Units initially held only by the General Partner (and by Premier prior to its contribution to the General Partner of Class A Common Units acquired from Premier LP pursuant to the Unit Put/Call Agreement) and represent an interest in the distributions of Premier LP pari passu with the Class B Common Units as a Class. The interest in profits and distributions of the Class A Common Units is determined based on the allocation methodology set forth in this Agreement. The number of Class A Common Units held by the General Partner on the Effective Date will be shown on Exhibit 3.1. When Premier purchases Class B Common Units from Limited Partners and the Corporation pursuant to the Unit Put/Call Agreement or receives Class B Common Units from Limited Partners pursuant to the exercise by the Limited Partners of rights under the Exchange Agreement, such Class B Common Units shall be contributed by Premier to the General Partner and converted to an equal number of Class A Common Units automatically by operation of this Agreement and without further action by any Person. (b) Class B Common Units are Units held only by Limited Partners and, as a Class, represent an interest in the distributions in Premier LP pari passu with the Class A Common Units. The interest in profits and distributions of the holder of particular Class B Common Units is determined based on the allocation methodology set forth in this

Appears in 3 contracts

Samples: Limited Partnership Agreement (Premier, Inc.), Limited Partnership Agreement (Premier, Inc.), Limited Partnership Agreement (Premier, Inc.)

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Partner Interests and Units. Interests in Premier LP shall be represented by units (“Units”) or such other Ownership Interests as the General Partner may establish in its sole discretion in accordance with the terms hereof. As of the Effective Date the Units will be comprised of two Classes, designated as Class A Common Units and Class B Common Units. Ownership of Units shall not be certificated and shall be evidenced solely by the books and records of Premier LP as governed by this Agreement. (a) Class A Common Units are Units initially held only by the General Partner (and by Premier prior to its contribution to the General Partner of Class A Common Units acquired from Premier LP pursuant to the Unit Put/Call Agreement) and represent an interest in the distributions of Premier LP pari passu with the Class B Common Units as a Class. The interest in profits and distributions of the Class A Common Units is determined based on the allocation methodology set forth in this Agreement. The number of Class A Common Units held by the General Partner on the Effective Date will be shown on Exhibit 3.1. When Premier purchases Class B Common Units from Limited Partners and the Corporation pursuant to the Unit Put/Call Agreement or receives Class B Common Units from Limited Partners pursuant to the exercise by the Limited Partners of rights under the Exchange Agreement, such Class B Common Units shall be contributed by Premier to the General Partner and converted to an equal number of Class A Common Units automatically by operation of this Agreement and without further action by any Person. (b) Class B Common Units are Units held only by Limited Partners and, as a Class, represent an interest in the distributions in Premier LP pari passu with the Class A Common Units. The interest in profits and distributions of the holder of particular Class B Common Units is determined based on the allocation methodology set forth in thisthis Agreement. The number of Class B Common Units held by each Limited Partner on the Effective Date will be shown on Exhibit 3.1.

Appears in 1 contract

Samples: Limited Partnership Agreement (Premier, Inc.)

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