Examples of A&R Operating Agreement in a sentence
Notwithstanding any other provision of this Agreement (including Section 13.1), in the event that the IPO is not consummated prior to the date that is 15 Business Days after the date of this Agreement, then this Agreement shall automatically, with no action required by any Member, on such date be amended and restated in its entirety back to the Third A&R Operating Agreement and, upon such automatic amendment and restatement of this Agreement, this Agreement shall be of no force and effect.
This Agreement, together with the Exchange Agreement, the Tax Receivable Agreement and the Registration Rights Agreement, constitutes the entire agreement among the parties with respect to the subject matter hereof and supersedes any prior agreement or understandings among them with respect to the subject matter hereof (including the Third A&R Operating Agreement), and it may not be modified or amended in any manner other than as set forth herein.
No holder of Class B Common Stock may transfer shares of Class B Common Stock to any person unless such holder transfers a corresponding number of Common Units in accordance with the provisions of the Falcon’s A&R Operating Agreement.
Without limiting the rights of the holders of Class B Units to exchange their Class B Common Units, along with an equal number of shares of Class V Common Stock, for shares of Class A Common Stock pursuant to the OpCo A&R Operating Agreement, the holders of shares of Class V Common Stock, as such, will not be entitled to receive, with respect to such shares, any assets of the Corporation, in the event of any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Corporation.
Upon the consummation of the Transactions, MarketWise, LLC’s existing operating agreement was replaced with the Third A&R Operating Agreement and all of MarketWise, LLC’s existing units were converted into new MarketWise Units that are considered common equity, and no longer generate this type of stock-based compensation.