Examples of Call Units in a sentence
The Call Notice shall set forth the Unit Redemption Price and the proposed closing date of such purchase of such Call Units; provided that such closing date shall occur within ninety (90) days following the date of such Call Notice.
By delivering a Call Notice, Leucadia is irrevocably committing to purchase the Call Units from the Called Member.
All Call Units referred to in a Call Notice shall be valued pursuant to the provisions of Section 12.5.3 below.
In connection with determining that an Additional Call Amount is necessary, the CORR Managers shall (A) issue Class B-1 Units (the “Additional Call Units”) to the Capital Members in the event such Capital Members actually fund Capital Contributions in respect of such Additional Call Amount (the “Contributing Members”) and (B) determine the Fair Market Value of each Class B-1 Unit of such Additional Call Units (the “Additional Call Unit FMV”).
Should Xxxxx desire to exercise such right, Xxxxx shall give notice thereof to the Company within thirty (30) days following receipt of a notice from the Company of its intent to issue Additional Call Units (a “Preemptive Right Response”).
Following such closing, any such Call Member shall no longer be entitled to any rights in respect of such Call Units, including any distributions of the Company thereupon (other than the payment of (A) the Call Price at such closing and (B) amounts (if any) actually paid to the Company under the Tax Receivable Agreement in respect of such Attributable Call Securities), and, to the extent any such Call Member does not hold any Units thereafter, shall thereupon cease to be a Member of the Company.
Xxxxx shall have the right to acquire such Additional Call Units in an amount equal to (i) the number of Additional Call Units offered multiplied by (ii) a fraction (A) the numerator of which is the number of Class C-1 Units held by Xxxxx and (B) the denominator of which is the number of Class C-1 Units held by all Members (for each Capital Member, the “Class C-1 Ratio”).
In the event that Holdco or Pubco do not elect to purchase any or all of Attributable Call Securities held by the Company that correspond to such Call Units, the Company may nevertheless in its sole discretion elect to purchase from such Call Member any or all of such Call Units that correspond to such Attributable Call Securities in the same manner as if Holdco and Pubco had elected to purchase such Attributable Call Securities.
Upon the completion of the transfer of the Inforte First Call Units permitted by this Section 12.1, PKI shall be deemed to have transferred to Inforte an amount of its Unreturned Capital and Capital Account equal to the purchase price paid by Inforte.
At such closing, a Grantee shall deliver such Call Units free and clear of all liens, and, if requested by the General Partner, such Grantee shall execute an agreement reasonably acceptable to the General Partner stating therein that such Grantee has sole record and beneficial title to the Call Units, free and clear of any liens as of such closing date (other than those imposed by the Agreement).