Class A Membership Interest definition

Class A Membership Interest means a Class A Membership Interest in Holdings.

Class A Membership Interest means with respect to any Class A Member the membership interest allocated to such Class A Member, which membership interest will be determined by using a fraction in which the number of Units owned by such Class A Member is the numerator and the aggregate number of Units that are then owned by all Class A Members is the denominator. The foregoing determination is also referred to as “Pro Rata as to the Class A Membership Interest”.

Class A Membership Interest is defined in Section 3.1.

Examples of Class A Membership Interest in a sentence

• Except as expressly permitted in this Agreement, no other Person shall be admitted as a Member of the Company, and no additional interest in the Company shall be issued, without such approval of a Majority of the Membership Interests and the Class A Membership Interest.

• Whenever this Agreement provides for the approval or action of the Class A Members, unless specifically stated otherwise, such approval or action shall be made by the Class A Member (or if there is more than one Class A Member, the Class A Members owning a Majority of the Class A Membership Interest).

• Further, a Member will not be entitled to deduct any amounts that it pays to an investor representative in connection with its purchase of a Class A Membership Interest.

• An individual non-United States Member who owns directly a Class A Membership Interest in the Company on his date of death could be subject to United States estate tax with respect to such Class A Membership Interest.

• Each Class A Membership Interest shall be entitled to one vote at any meeting at which such interest is entitled to a vote.

More Definitions of Class A Membership Interest

Class A Membership Interest means a Class A Member’s entire interest in the Company including such Class A Member’s right to share in the Profits and Losses and distributions of the Company, and the Class A Member’s right to vote or consent to, or otherwise participate in, any decision or action of or by the Class A Members granted pursuant to this Agreement or the Act.

Class A Membership Interest means a Membership Interest having the rights and obligations specified with respect to a Class A Membership Interest in this Agreement.

Class A Membership Interest has the meaning set forth in the Second Amended Agreement.

Class A Membership Interest means, with respect to any Class A Member at any time, (a) that Class A Member’s status as a Class A Member; (b) all rights, benefits and privileges enjoyed by that Class A Member (under the Act, this Agreement or otherwise) in its capacity as a Class A Member, including that Class A Member’s rights to vote, consent and approve and otherwise to participate in the management of the Company; and (c) all obligations, duties and liabilities imposed on that Class A Member (under the Act, this Agreement or otherwise) in its capacity as a Class A Member. For the avoidance of doubt, no Class A Member shall be entitled to any share of the income, gain, loss, deduction and credits of the Company or have the right to receive distributions from the Company.

Class A Membership Interest means the limited liability company interest in the Company designated as the Class A Membership Interest.

Class A Membership Interest means one unit of the authorized Class A Membership Interests of the Company issued and outstanding in accordance with this Agreement.

Class A Membership Interest means with respect to any Class A Member, (a) that Class A Member’s status as a Class A Member; (b) that Class A Member’s share of the income, gain, loss, deduction and credits of, and the right to receive distributions from, the Company with respect to Class A Units; (c) all other rights, benefits and privileges enjoyed by that Class A Member (under the Act, this Agreement, or otherwise) in its capacity as a Class A Member, including that Class A Member’s rights to vote, consent and approve and otherwise to participate in the management of the Company, to the extent provided in this Agreement; and (d) all obligations, duties and liabilities imposed on that Class A Member (under the Act, this Agreement or otherwise) in its capacity as a Class A Member, including any obligations to make Capital Contributions.