The Corporation’s Common Unit Purchase. Following the Recapitalization, immediately upon the Effective Time, the Corporation will contribute the IPO Net Proceeds to the Company in exchange for [·] Common Units pursuant to the IPO Common Unit Purchase Agreement (the “IPO Common Unit Purchase”). The parties hereto acknowledge and agree that the IPO Common Unit Purchase will result in a “reevaluation of partnership property” and corresponding adjustments to Capital Account balances as described in Section 1.704-1(b)(2)(iv)(f) of the Treasury Regulations.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Shake Shack Inc.), Limited Liability Company Agreement (Shake Shack Inc.)
The Corporation’s Common Unit Purchase. Following the Recapitalization, immediately upon the Effective Time, the Corporation will contribute use the IPO Net Proceeds and the Over-Allotment Option Net Proceeds to the Company in exchange for purchase [·●] Common Units from the Company pursuant to the IPO Common Unit Purchase Agreement (the “IPO Common Unit Purchase”). The parties hereto acknowledge and agree that the IPO Common Unit Purchase and all subsequent purchases of Common Units will result in a “reevaluation of partnership property” and corresponding adjustments to Capital Account balances as described in to the extent permitted by Section 1.704-1(b)(2)(iv)(f) of the Treasury Regulations.
Appears in 1 contract
Samples: Limited Liability Company Agreement (EVO Payments, Inc.)
The Corporation’s Common Unit Purchase. Following the Recapitalization, immediately upon the Effective Time, the Corporation will contribute the IPO Net Proceeds and the Over-Allotment Option Net Proceeds to the Company in exchange for [·] 5,750,000 Common Units pursuant to the IPO Common Unit Purchase Agreement (the “IPO Common Unit Purchase”). The parties hereto acknowledge and agree that the IPO Common Unit Purchase will result in a “reevaluation of partnership property” and corresponding adjustments to Capital Account balances as described in Section 1.704-1(b)(2)(iv)(f) of the Treasury Regulations.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Shake Shack Inc.)