Status of Units. The Units subject to this Award Agreement are not intended to constitute property for purposes of Section 83 of the Code. The Units represent a right to receive a payment, in the form Shares, at the time the Units are settled.
Status of Units. Employee agrees that the Restricted Units will not be sold or otherwise disposed of in any manner that would constitute a violation of any applicable federal or state securities laws. Employee also agrees that (i) the certificates representing the Restricted Units may bear such legend or legends as the Committee deems appropriate in order to ensure compliance with applicable securities laws, (ii) Penn Virginia Resource Partners, L.P. may refuse to register the transfer of the Restricted Units on the unit transfer records of Penn Virginia Resource Partners, L.P. if such proposed transfer would in the opinion of counsel satisfactory to Penn Virginia Resource Partners, L.P. constitute a violation of any applicable securities law, and (iii) Penn Virginia Resource Partners, L.P. may give related stop transfer instructions to its transfer agent.
Status of Units. The Phantom Units granted pursuant to this Agreement do not and shall not entitle the Employee to any rights of a holder of Units and the Employee shall not have any rights of a holder of Units hereunder unless and until the Phantom Units are settled and the Units received by the Employee. The Employee agrees that any Units that he acquires upon the settlement of Earned Phantom Units and DERs will not be sold or otherwise disposed of in any manner that would constitute a violation of any applicable federal or state securities laws, the Plan or the rules, regulations and other requirements of the SEC and any stock exchange upon which the Units are then listed. Notwithstanding any provision of this Agreement to the contrary, the grant of the Phantom Units and the DERs granted in tandem therewith, and issuance of any Units in settlement thereof, will also be subject to compliance with all applicable requirements of federal, state, or foreign law with respect to such securities and with the requirements of any stock exchange upon which the Units may then be listed. No Units will be issued hereunder if such issuance would constitute a violation of any applicable federal, state, or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Units may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company’s legal counsel to be necessary to the lawful issuance and sale of any Units subject to this Agreement will relieve the Company of any liability in respect of the failure to issue such Units as to which such requisite authority has not been obtained. From time to time, the Board and appropriate officers of the Company are authorized to take the actions necessary and appropriate to file required documents with governmental authorities, stock exchanges, and other appropriate persons to make Units available for issuance. The Employee agrees that (a) any certificates representing the Units acquired in settlement of Earned Phantom Units and DERs under this Agreement may bear such legend or legends as the Committee deems appropriate in order to assure compliance with applicable securities laws, (b) the Company and the Partnership may refuse to issue or deliver the Units acquired in settlement of Earned Phantom Units and DERs under this Agreement if such proposed issuance or delivery would, in the opinion of counsel...
Status of Units. Each Unit shall be fully paid and nonassessable.
Status of Units. The Director agrees that any Vested Units that he acquires upon vesting of the Restricted Units will not be sold or otherwise disposed of in any manner that would constitute a violation of any applicable federal or state securities laws, the Plan or the rules, regulations and other requirements of the SEC and any stock exchange upon which the Units are then listed. The Director also agrees that (a) any certificates representing the Units acquired under this award may bear such legend or legends as the Committee deems appropriate in order to assure compliance with applicable securities laws, (b) the Company may refuse to register the transfer of the Units acquired under this award with the Partnership’s transfer agent if such proposed transfer would, in the opinion of counsel satisfactory to the Partnership, constitute a violation of any applicable securities law, and (c) the Partnership may give related instructions to its transfer agent, if any, to stop registration of the transfer of the Units to be acquired under this award. In addition to the terms and conditions provided herein, the Company may require that the Director make such covenants, agreements, and representations as the Committee, in its sole discretion, deems advisable in order to comply with any such laws, rules, regulations, or requirements.
Status of Units. The Phantom Units granted pursuant to this Agreement do not and shall not entitle the Director to any rights of a holder of Units prior to the date Units, if any, are issued to the Director in settlement of vested Phantom Units. Any Units that the Director acquires upon vesting and settlement of the Phantom Units may not be sold or otherwise disposed of in any manner that would constitute a violation of any applicable federal or state securities laws or the rules, regulations and other requirements of the SEC and any stock exchange upon which the Units are then listed. All certificates representing Units issued hereunder (and all Units issued pursuant to book entry procedures hereunder) may bear such legend or legends as the Committee deems appropriate in order to assure compliance with applicable securities laws. The General Partner and the Partnership may refuse to issue or deliver the Units acquired under this award if such proposed issuance or delivery would, in the opinion of counsel satisfactory to the General Partner, constitute a violation of any applicable securities law. In addition to the terms and conditions provided herein, the General Partner may require that the Director make such covenants, agreements, and representations as the Committee, in its sole discretion, deems advisable in order to comply with applicable laws, rules, regulations, or requirements.
Status of Units. The Units to be issued to each Contributor will, --------------- when issued and delivered in accordance with the terms hereof, be validly issued and fully paid and will be free and clear of any liens or encumbrances.
Status of Units. Units shall be deemed to be personal property giving only the rights provided in this instrument. Every Unitholder by virtue of having become a Unitholder shall be held to have expressly assented and agreed to the terms hereof. The death of a Unitholder during the continuance of the Trust shall not operate to terminate the Trust nor entitle the representative of any deceased Unitholder to an accounting or to take any action in court or elsewhere against the Trust or the Trustees, but only to the rights of said decedent under this Trust. Ownership of Units shall not entitle the Unitholder to any title in or to the whole or any part of the Trust property or right to call for a partition or division of the same or for an accounting, nor shall the ownership of Units constitute the Unitholders partners.
Status of Units. The Employee agrees that any Vested Units that he acquires upon vesting of the Restricted Units will not be sold or otherwise disposed of in any manner that would constitute a violation of any applicable federal or state securities laws, the Plan or the rules, regulations and other requirements of the SEC and any stock exchange upon which the Units are then listed. The Employee also agrees that (a) any certificates representing the Units acquired under this award may bear such legend or legends as the Committee deems appropriate in order to assure compliance with applicable securities laws, (b) the Company may refuse to register the transfer of the Units acquired under this award with the Partnership’s transfer agent if such proposed transfer would, in the opinion of counsel satisfactory to the Partnership, constitute a violation of any applicable securities law, and (c) the Partnership may give related instructions to its transfer agent, if any, to stop registration of the transfer of the Units to be acquired under this award. In addition to the terms and conditions provided herein, the Company may require that the Employee make such covenants, agreements, and representations as the Committee, in its sole discretion, deems advisable in order to comply with any such laws, rules, regulations, or requirements.
Status of Units. The Units being issued to the Purchaser hereunder have been duly authorized by all necessary limited liability company action on the part of the Company, and when issued in accordance with this Agreement will be validly issued, fully paid and nonassessable with no personal liability attaching to the ownership thereof and will be free and clear of all encumbrances except as provided in the LLC Agreement.
