Common use of Terms of Issuance Clause in Contracts

Terms of Issuance. (a) No provision contained in this Agreement shall entitle the Grantee to remain an employee or service provider of, or otherwise be affiliated with, Antero Resources Corporation (the “Employer”) or any other member of the Company Group for any particular period of time. (b) By the Grantee’s execution of this Agreement, the Grantee is hereby bound by the terms of the LLC Agreement as a Member. The Awarded Units are subject to all of the terms and restrictions applicable to Series B Units as set forth in the LLC Agreement and in this Agreement. Effective as of the Effective Date, the Grantee has executed a counterpart signature page to the LLC Agreement or an Addendum Agreement. (c) The Grantee shall (i) make a timely election under Section 83(b) of the Code in substantially the form attached hereto as Exhibit A with respect to the Awarded Units that, as of the Effective Date, are subject to a “substantial risk of forfeiture” within the meaning of Section 83 of the Code and the Treasury regulations promulgated thereunder and (ii) consult with the Grantee’s tax advisor to determine the tax consequences of filing such an election under Section 83(b) of the Code. It is the Grantee’s sole responsibility, and not the responsibility of the Company or any of its Affiliates, to timely file an election under Section 83(b) of the Code even if the Grantee requests the Company or any of its Affiliates or any of their respective managers, directors, officers, employees, agents or authorized representatives (including attorneys, accountants, consultants, bankers, lenders, prospective lenders or financial representatives) to assist in making such filing and even if any of such Persons agree to do so. The Grantee shall provide the Company, on or before the due date for filing such election, proof that such election has been timely filed. For the avoidance of doubt, the Grantee shall be solely responsible for any tax liability that may result from any failure to make a timely election under Section 83(b) of the Code with respect to the Awarded Units described in clause (i) of this Section 2(c). In the event that the Grantee fails to make a timely election under Section 83(b) of the Code with respect to such Awarded Units, the Grantee shall nonetheless be treated by the Company as the owner of such Awarded Units for federal income tax purposes in accordance with Revenue Procedure 2001-43 (or the corresponding requirements of any subsequent guidance promulgated by the United States Internal Revenue Service or other applicable law).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Antero Midstream GP LP)

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Terms of Issuance. (a) No The Grantee acknowledges and agrees that no provision contained in this Agreement shall entitle the Grantee to remain an employee or a service provider of, or otherwise be affiliated with, Antero Resources Corporation (the Employer”) , the Company or any other member of the Company Group their respective Affiliates for any particular period of time. (b) By The Grantee acknowledges and agrees that the Grantee’s execution of this Agreement, Agreement evidences the Grantee is hereby Grantee’s intention to be bound by the terms of the LLC Agreement as a MemberAgreement, in addition to the terms of this Agreement. The Grantee further acknowledges and agrees that the Awarded Units are subject to all of the terms and restrictions applicable to Series B Units Class C Membership Interests as set forth in the LLC Agreement and in this Agreement. Effective as of On or prior to the Effective Amendment Date, the Grantee has executed a counterpart signature page to the LLC Agreement or an Addendum a joinder agreement thereto. To the extent that any of the provisions of this Agreement (including, without limitation, Sections 4, 5 or 6) are inconsistent with any provisions of the LLC Agreement, then the provisions of this Agreement shall govern in all cases. (c) The Grantee shall (i) acknowledges and agrees to make a timely election under Section 83(b) of the Code in substantially the form attached hereto as Exhibit A B with respect to the Awarded Units that, as of the Effective Date, are subject and to a “substantial risk of forfeiture” within the meaning of Section 83 of the Code and the Treasury regulations promulgated thereunder and (ii) consult with the Grantee’s tax advisor to determine the tax consequences of filing such an election under Section 83(b) of the Code. It The Grantee acknowledges that it is the Grantee’s sole responsibility, and not the responsibility of the Company or any of its AffiliatesCompany, to timely file an the election under Section 83(b) of the Code even if the Grantee requests the Company or any of its Affiliates or any of their respective managers, directors, officers, employees, agents or employees and authorized representatives (including attorneys, accountants, consultants, bankers, lenders, prospective lenders or financial representatives) to assist in making such filing and even if any of such Persons agree to do sofiling. The Grantee shall agrees to provide the CompanyEmployer, on or before the due date for filing such election, proof that such election has been timely filed. For the avoidance of doubt, the Grantee shall be solely responsible for any tax liability that may result from any failure to make a timely election under Section 83(b) of the Code with respect to the Awarded Units described in clause (i) of this Section 2(c). In the event that the Grantee fails to make a timely election under Section 83(b) of the Code with respect to such Awarded Units, the Grantee shall nonetheless be treated by the Company as the owner of such Awarded Units for federal income tax purposes in accordance with Revenue Procedure 2001-43 (or the corresponding requirements of any subsequent guidance promulgated by the United States Internal Revenue Service or other applicable law).

Appears in 1 contract

Samples: Class C Membership Interest Award Agreement (American Midstream Partners, LP)

Terms of Issuance. (a) No provision contained in this Agreement shall entitle the Grantee to remain an employee or service provider of, or otherwise be affiliated with, Antero Resources Corporation (the Employer”) , the Company or any other member of the Company Group their respective Affiliates for any particular period of time. (b) By the Grantee’s execution of this Agreement, the Grantee is hereby bound by the terms of the LLC Agreement as a Member. The Awarded Units are subject to all of the terms and restrictions applicable to Series Class B Units as set forth in the LLC Agreement and in this Agreement. Effective Further, the Grantee has executed an Addendum Agreement substantially in the form attached as Exhibit C to the LLC Agreement (the “Addendum Agreement”), which Addendum Agreement is effective as of the Effective Date, the Grantee has executed a counterpart signature page to the LLC Agreement or an Addendum Agreement. (c) The Grantee shall (i) make a timely election under Section 83(b) of the Code in substantially the form attached hereto as Exhibit A with respect to the Awarded Units that, as of the Effective Date, are subject to a “substantial risk of forfeiture” within the meaning of Section 83 of the Code and the Treasury regulations promulgated thereunder and (ii) consult with the Grantee’s tax advisor to determine the tax consequences of filing such an election under Section 83(b) of the Code. It is the Grantee’s sole responsibility, and not the responsibility of the Company or any of its Affiliates, to timely file an election under Section 83(b) of the Code even if the Grantee requests that the Company or any of its Affiliates or any of their respective managers, directors, officers, employees, agents or authorized representatives (including attorneys, accountants, consultants, bankers, lenders, prospective lenders or financial representatives) to assist in making such filing and even if any of such Persons agree to do so. The Grantee shall provide the Company, on or before the due date for filing such election, proof that such election has been timely filed. For the avoidance of doubt, the Grantee shall be solely responsible for any tax liability that may result from any failure to make a timely election under Section 83(b) of the Code with respect to the Awarded Units described in clause (i) of this Section 2(c). In the event that the Grantee fails to make a timely election under Section 83(b) of the Code with respect to such Awarded Units, the Grantee shall nonetheless be treated by the Company as the owner of such Awarded Units for federal income tax purposes in accordance with Revenue Procedure 2001-43 (or the corresponding requirements of any subsequent guidance promulgated by the United States Internal Revenue Service or other applicable law).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Oasis Midstream Partners LP)

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Terms of Issuance. (a) No provision contained in this Agreement shall entitle the Grantee to remain an employee or service provider of, or otherwise be affiliated with, Antero Resources Corporation (the “Employer”) or any other member of the Company Group for any particular period of time. (b) By the Grantee’s execution of this Agreement, the Grantee is hereby bound by the terms of the LLC Agreement as a Member. The Awarded Issued Units are subject to all of the terms and restrictions applicable to Series Class B Units as set forth in the LLC Agreement and in this Agreement. Effective as of the Effective Date, the Grantee has executed a counterpart signature page to the LLC Agreement or an Addendum Agreement. (cb) The Grantee shall (i) make a timely election under Section 83(b) of the Code in substantially the form attached hereto as Exhibit A with respect to the Awarded Issued Units that, as of the Effective Date, are subject to a “substantial risk of forfeiture” within the meaning of Section 83 of the Code and the Treasury regulations Regulations promulgated thereunder and (ii) consult with the Grantee’s tax advisor to determine the tax consequences of filing such an election under Section 83(b) of the Code. It is the Grantee’s sole responsibility, and not the responsibility of any member of the Company or any of its AffiliatesGroup, to timely file an election under Section 83(b) of the Code even if the Grantee requests any member of the Company or any of its Affiliates Group or any of their respective managers, directors, officers, employees, agents or authorized representatives (including attorneys, accountants, consultants, bankers, lenders, prospective lenders or financial representatives) to assist in making such filing and even if any of such Persons agree to do so. The Grantee shall provide the Company, on or before the due date for filing such election, proof that such election has been timely filed. For the avoidance of doubt, the Grantee shall be solely responsible for any tax liability that may result from any failure to make a timely election under Section 83(b) of the Code with respect to the Awarded Issued Units described in clause (i) of this Section 2(c2(b). In the event that the Grantee fails to make a timely election under Section 83(b) of the Code with respect to such Awarded Issued Units, the Grantee shall nonetheless be treated by the Company as the owner of such Awarded Issued Units for federal income tax purposes in accordance with Internal Revenue Service Revenue Procedure 2001-43 (or the corresponding requirements of any subsequent guidance promulgated by the United States Internal Revenue Service or other applicable law).

Appears in 1 contract

Samples: Founders Unit Issuance Agreement (Beard Energy Transition Acquisition Corp.)

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