Class D Limited Partner definition
Examples of Class D Limited Partner in a sentence
The Partners agree that, if the General Partner determines, in accordance with this Section 3.1(f)(ii), that any Class D Common Unit of a Class D Limited Partner has become economically equivalent to one Class A Common Unit, then such Class D Common Unit will automatically convert into a Class A Common Unit and such Class D Limited Partner shall be a Potential Tag-Along Seller for purposes of Sections 8.5(a) and 8.5(b) with respect to any proposed sale or exchange related to any such determination.
Simultaneously with the first such issuance to such Class D Limited Partner of Class B Shares, such Class B Limited Partner shall be joined to the Class B Shareholders Agreement.
No Class D Limited Partner shall be permitted to exchange any Class D Common Unit pursuant to the Exchange Agreement except (i) to the extent that the Class D Common Unit has converted into a Class A Common Unit and satisfies the Book-Up Target at the time of such exchange and (ii) subject to the other terms of this Agreement.
If a Class D Limited Partner elects to retain any Conversion Class E-2 Common Units in accordance with Section 3.1(e), such Conversion Class E-2 Common Units shall be subject to vesting in accordance with Exhibit E-2 hereto.
If a Class D Limited Partner delivers a properly completed and executed Election Notice before the close of business on the Conversion Class E-2 Notice Date electing to retain all of his Conversion Class E-2 Common Units, then all of his Conversion Class D Common Units shall be cancelled automatically and he shall retain all of his Conversion Class E-2 Common Units as of the close of business on such date.