The EOP Contribution Clause Samples

The EOP Contribution. 2.1.1 Upon the terms and subject to the conditions set forth in this Agreement, at Closing, each Member of EOP shall sell, transfer, convey, contribute and deliver to Partnership all of such Members’ EOP Units, with such Members’ EOP Units collectively representing 100% of the EOP Units outstanding, and shall execute and deliver to Partnership an Assignment and Transfer of Interest in the form of Exhibit O-1 hereto. 2.1.2 In exchange for the contribution of the EOP Units to Partnership, Partnership shall pay or issue to each EOP Member (i) at the Closing, an amount equal to the number of EOP Units held by such EOP Member immediately prior to Closing, multiplied by the EOP Per Unit Cash Consideration (and together with the EOP Earn-Out Payments, the “EOP Per Unit Consideration”), and (ii) thereafter, the EOP Earn-Out Payments, if any, in accordance with the terms and conditions of Section 3.4. 2.1.3 If, between the date of this Agreement and the Closing, the outstanding EOP Units shall have been changed into a different number of units or a different class by reason of any reclassification, recapitalization, dividend, split-up, combination, exchange of units or similar adjustment, without limiting any other rights hereunder, the EOP Per Unit Consideration shall be ratably adjusted; provided that nothing in this Section 2.1.3 shall be construed to permit EOP to take any action with respect to its Equity Interests that is prohibited or not expressly permitted by the terms of this Agreement.

Related to The EOP Contribution

  • The Contribution Prior to the Effective Time, and subject to the terms and conditions set forth in the Distribution Agreement, Grace intends to cause the transfer to a wholly owned subsidiary of Grace-Conn. ("Packco") of certain assets and liabilities of Grace and its subsidiaries predominantly related to the Packaging Business (the "Contribution"), as contemplated by the Distribution Agreement and the Other Agreements.

  • Catch-Up Contributions In the case of a Traditional IRA Owner who is age 50 or older by the close of the taxable year, the annual cash contribution limit is increased by $1,000 for any taxable year beginning in 2006 and years thereafter.

  • Employer Contribution (a) An Employer contribution for health and dental benefits will only be made for each active employee who has at least eighty (80) paid regular hours in a month and who is eligible for medical insurance coverage, unless otherwise required by law. (b) It is understood that the administrative intent of this Article is that the Employer contribution is made for individuals who are participants in the medical insurance coverages. Participation will mean that eligible less-than-full-time employees who drop out of coverage will be considered to participate. Additionally, employees who elect to opt out of coverage for a cash incentive will be considered to participate.

  • Retirement Contribution 1. The State shall, as permitted by 5 M.R.S.A. §17702 §§s5 and 6, pay its cost of the 6.5% or 7.5% retirement contribution for employees in the bargaining unit who are covered under special Law Enforcement retirement plans. 2. The State shall, as permitted by 5 M.R.S.A. §17702 §§s5 and 6, pay the cost of the 6.5% or 7.5% retirement contribution for employees in the following classifications.

  • Company Contributions 32.1.1 The Company will make contributions on the Employee’s behalf to a complying superannuation fund which meets the Company’s statutory obligations under applicable superannuation legislation. 32.1.2 To avoid doubt, for an Employee working a roster with rostered overtime, the Company is only required to pay superannuation on the Ordinary Time Earnings component of the Annualised Wage.