Class 2 Members definition

Class 2 Members means the definition set forth in Section VII.A.1.b.
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Examples of Class 2 Members in a sentence

  • The distributions of LLC shall, subject to the applicable terms of this Article, Article IV of this Agreement and the rights of the Class 2 Members, be allocated entirely to the Class 1 Members pro rata in proportion to their percentage ownership of all outstanding Class 1 Interests.

  • Items of income or gain not allocated to the Class 2 Members pursuant to the immediately preceding sentence, and all items of loss, deduction, expense or credit, shall be allocated to the Class 1 Members pro rata in proportion to their percentage ownership of all Class 1 Interests.

  • There shall initially be a Board of Directors comprised of 23 Directors, which number may be changed, subject to the rights of the Class 2 Members, as determined from time to time by the Class 1 Members.

  • Settlement Class 2 Members shall be entitled to seek Credit Monitoring as provided in this 3 section in addition to either Ordinary and/or Extraordinary losses set forth in 4 ¶¶ 4.2.1 and 4.2.2 or the Alternative Cash Payment set forth in ¶ 4.2.4.

  • Subject to the terms of this Article III and the Delaware Act, Class 2 Members shall receive periodic distributions ("dividends"), if any, in accordance with Article IV of this Agreement, as and when declared by the Board of Directors, and Class 1 Members shall receive periodic dividends, subject to Section 3.07(c) and Article IV of this Agreement and to the provisions of the Delaware Act, as and when declared by the Board of Directors, in their discretion.

  • Class 2 Members do not have voting rights unless required by the Act.

  • Class 2 Members who do not wish to exercise their Put Rights in 2005, but who wish to preserve the ability to exercise their Put Rights in 2010 and to receive the Exercise Price for their Class 2 Units by 2012, and who are • former IRM “debt” holders or • tax exempt organizations or • tax sheltered entities, such as IRA’s.

  • Class 2 Members: $95 (not to exceed 70% of you r Predisability Earnings), reduced by Deductible Income.

  • In general, both Class 1 and Class 2 Members shall serve two-year (2) terms.

  • No Class 2 Members filed written objections to the proposed settlement as part of this notice process or stated 3 an intent to appear at the final approval hearing.

Related to Class 2 Members

  • Class B Members means all such Persons.

  • Class A Members means those Members who have purchased Class A Interests.

  • Class C Member means a Member holding the Class C Ordinary Share.

  • Class Members means all individuals in the Settlement Class, including the Class Representatives.

  • Participating Class Members means all Class Members who do not submit valid

  • Class P designation on the face thereof, substantially in the form of Exhibit A-5 attached hereto, and evidencing a portion of a class of "regular interests" in REMIC III for purposes of the REMIC Provisions.

  • Class B Interests As set forth in the Trust Agreement.

  • Class HI M-1 Formula Interest Distribution Amount" means, as to any Payment Date, the sum of (a) the amount specified in clause (a) of the definition of the term "Class HI: M-1 Formula Distribution Amount" and (b) the Unpaid Class HI: M-1 Interest Shortfall, if any.

  • Members’ Percentage Interests means the ownership percentage interests as mentioned in Section I of this Agreement. During each fiscal year, the net profits and net losses of the Company (other than from capital transactions), and each item of income, gain, loss, deduction, or credit entering into the computation thereof, shall be credited or charged, as the case may be, to the capital accounts of each Member(s) in proportion to the Members' Percentage Interests. The net profits of the Company from capital transactions shall be allocated in the following order of priority: (a) to offset any negative balance in the capital accounts of the Member(s) in proportion to the amounts of the negative balance in their respective capital accounts, until all negative balances in the capital accounts have been eliminated; then (b) to the Member(s) in proportion to the Members’ Percentage Interests. The net losses of the Company from capital transactions shall be allocated in the following order of priority: (a) to the extent that the balance in the capital accounts of any Member(s) are in excess of their original contributions, to such Member(s) in proportion to the excess balances until all such excess balances have been reduced to zero; then (b) to the Member(s) in proportion to the Members’ Percentage Interests. The cash receipts of the Company shall be applied in the following order of priority: (a) to the payment of interest or amortization on any mortgages on the assets of the Company, amounts due on debts and liabilities of the Company other than those due to any Member(s), costs of the construction of the improvements to the assets of the Company and operating expenses of the Company; (b) to the payment of interest and establishment of cash reserves determined by the Member(s) to be necessary or appropriate, including without limitation, reserves for the operation of the Company’s business, construction, repairs, replacements, taxes and contingencies; and (d) to the repayment of any loans made to the Company by any Member(s). Thereafter, the cash receipts of the Company shall be distributed among the Member(s) as hereafter provided. Except as otherwise provided in this Agreement or otherwise required by law, distributions of cash receipts of the Company, other than from capital transactions, shall be allocated among the Member(s) in proportion to the Members’ Percentage Interests. Except as otherwise provided in this Agreement or otherwise required by law, distributions of cash receipts from capital transactions shall be allocated in the following order of priority: (a) to the Member(s) in proportion to their respective capital accounts until each Member(s) has received cash distributions equal to any positive balance in their capital account; then (b) to the Member(s) in proportion to the Members' Percentage Interests. It is the intention of the Member(s) that the allocations under this Agreement shall be deemed to have “substantial economic effect” within the meaning of Section 704 of the Internal Revenue Code and Treas. Reg. Section 1.704-1. Should the provisions of this Agreement be inconsistent with or in conflict with Section 704 of the Code or the Regulations thereunder, then Section 704 of the Code and the Regulations shall be deemed to override the contrary provisions thereof. If Section 704 of the Regulations at any time require that limited liability company operating agreements contain provisions which are not expressly set forth herein, such provisions shall be incorporated into this Agreement by reference and shall be deemed a part of this Agreement to the same extent as though they had been expressly set forth herein.

  • Class B Percentage Interest As of any date of determination, with respect to the Class B Certificates, a percentage interest equal to a fraction, the numerator of which is the Class Principal Balance of the Class B Certificates on such date, and the denominator of which is the Class Principal Balance of the Class B Regular Interest on such date.

  • Class H designation on the face thereof, substantially in the form of Exhibit A-4 attached hereto, and evidencing a portion of a class of "regular interests" in REMIC III for purposes of the REMIC Provisions.

  • Class size means the maximum number of students who can receive instruction together in a special class or resource room program and the number of teachers and supplementary school personnel assigned to the class.

  • Class B Limited Partner means any Person executing (by power of attorney or otherwise) this Agreement as of the date hereof as a Class B Limited Partner or hereafter admitted to the Partnership as a Class B Limited Partner as herein provided, but shall not include any Person who has ceased to be a Class B Limited Partner in the Partnership.

  • Class 2 A-1 and Class 2-A-2 Certificates. Group 2 Certificates................... Group 2 Senior Certificates and the portions of the Subordinated Certificates related to Loan Group 2.

  • Percentage Interests shall have the meaning specified in the Trust Agreement.

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • Class A Member means a Member holding one or more Class A Ordinary Shares.

  • Class 3 means, at any time, all Class 3 Loans at such time.

  • Unitholders means the holders of Units.

  • Subclass With respect to the Class A-V Certificates, any Subclass thereof issued pursuant to Section 5.01(c). Any such Subclass will represent the Uncertificated Class A-V REMIC Regular Interest or Interests specified by the initial Holder of the Class A-V Certificates pursuant to Section 5.01(c).

  • Class A Interests means the Units purchased by the Class A Members. The Class A Interests shall comprise sixty-five percent (65%) of the total Interests sold. Class A Percentage Interest shall be determined by calculating the ratio between each Class A Member’s Capital Account in relation to the total capitalization of the Company provided by the Class A Members.

  • Class B LP Units means, collectively, the Class B limited partnership units of the Partnership, and “Class B LP Unit” means any one of them.

  • Unit Holders means all Unit Holders.

  • Voting Members has the meaning set forth in Section 4.07(b).

  • Founding Members means the collective reference to American Multi-Cinema, Inc., a Missouri corporation, Cinemark Media, Inc., a Delaware corporation, and Regal CineMedia Holdings, LLC, a Delaware limited liability company.

  • Class B Interest Each of the Class B-1 and Class B-2 Interests.