Class C Preferred Holder definition
Examples of Class C Preferred Holder in a sentence
The Class C Preferred Units represent perpetual equity interests in the Partnership and, except as set forth in Section 5.12(d) and Section 5.12(e), shall not give rise to a claim by the Partnership or a Class C Preferred Holder for redemption or the conversion thereof, as applicable, at a particular date.
For the avoidance of doubt, in no event shall any Class C Preferred Holder have the right to require the Partnership to redeem any Outstanding Class C Preferred Units.
The amount of cash paid to, or accumulated with respect to, a Class C Preferred Holder on account of each Class C Preferred Unit held by such Class C Preferred Holder shall be determined by multiplying the Class C Preferred Distribution Rate by the Class C Preferred Unit Price applicable to such Class C Preferred Unit.
The Class C Preferred Units represent perpetual equity interests in the Partnership and, except as set forth in Section 5.14(d) and Section 5.14(e), shall not give rise to a claim by the Partnership or a Class C Preferred Holder for redemption or the conversion thereof, as applicable, at a particular date.
Xxxxxxx shall have ten (10) days following receipt of the Offering Notice to propose an offer to enter into the Proposed Transaction with such Class C Preferred Holder (the “ROFO Response”).
If the Class C Preferred Holder and the Partnership are unable to agree on such terms during such fifteen (15)-day period, the Class C Preferred Holder may, without the prior written consent of the General Partner, Transfer any or all such Class C Preferred Units to any third person on terms generally no less favorable to the Class C Preferred Holder within the next 180 days, subject to this Article IV.
The number of Class C Preferred PIK Units to be issued to a Class C Preferred Holder on account of its Class C Preferred Units in connection with any Class C Preferred Quarterly Distribution paid partially in Class C Preferred PIK Units shall be determined by multiplying the Class C Preferred Distribution Rate with respect to such Quarter (expressed as a percentage that is to be paid in Class C Preferred PIK Units) by the number of Class C Preferred Units held by such Class C Preferred Holder.
If Xxxxxxx submits a ROFO Response, Xxxxxxx and the Class C Preferred Holder shall negotiate, in good faith, the terms of the purchase and sale of all such Preferred Units for fifteen (15) days following the receipt of the ROFO Response by the Class C Preferred Holder.
If no ROFO Response is delivered by Xxxxxxx within such ten (10)-day period, then Xxxxxxx shall be deemed to have waived its right of first offer with respect to such Proposed Transaction, and such Class C Preferred Holder shall be free to enter into a Proposed Transaction with any third person on terms and conditions determined in the sole discretion of such Class C Preferred Holder without the consent of the General Partner.
Except as otherwise provided herein, a Class C Preferred Holder shall have all of the rights and obligations of a Unitholder holding Common Units hereunder.