Class D Membership Interest definition

Class D Membership Interest means a Class D Membership Interest in Holdings.
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Class D Membership Interest refers to the interest held by the Class D Members as defined in the Genesis Charter Documents.
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Class D Membership Interest is defined in Section 3.11(c).
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Examples of Class D Membership Interest in a sentence

  • Each Manager shall be issued with one Class D Membership Interest at the time of his election as a Manager for nil capital contribution and, subject to the terms of Section 3.2(b) to the extent applicable, be admitted as a Member.

  • Each Class D Holder shall be entitled to one vote for each Class D Membership Interest held by such Holder, as applicable, in connection with any matter where the separate vote of the Class D Holders is expressly required hereunder and as otherwise required by Law.

  • The fair market value of the Class D Membership Interest such consideration will be determined in the manner set forth in Section 3.10(c) if the parties do not agree.

  • A Member may Transfer a Class D Membership Interest to any Person that is a Family Member or Member at the time of such Transfer.

  • Class D Membership Interest holders are the residual owners of Astrea upon maturity of the Offered Notes and the Class C Preferred Membership Interests in September of 2021.

  • In the event any involuntary Transfer of a Class A or Class B Membership Interest occurs that is not permitted under the terms of this Agreement, such Membership Interests shall be converted to a Class D Membership Interest and such Transfer shall be subject to paragraph 7.7.

  • If the options described above are not exercised with respect to all of the Offered Interests, the proposed Transfer of the Class C or Class D Membership Interest may occur on the date and on the same terms and conditions as set forth in the Original Notice.

  • A Member may not Transfer a Class A, Class B, Class C or Class D Membership Interest to any Person except as permitted under paragraphs 7.1, 7.2, 7.3, 7.4, 7.5 and 7.7 and any improper voluntary or involuntary Transfer shall be null and void to the fullest extent allowed by law.

  • A transferee of a Class C or Class D Membership Interest who is not a Member shall become a Class C Member or Class D Member only with the approval of all Members on signing a Joinder Agreement.

  • The undrawn Class D Membership Interest commitment may be drawn to fund capital calls and/or priority amount shortfalls in advance of any Payment Day.


More Definitions of Class D Membership Interest

Class D Membership Interest means an incentive interest as described in Section 3.1.
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Class D Membership Interest means a Membership Interest having the rights and obligations specified with respect to Class D Membership Interests in the Fourth Amended Agreement.
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Class D Membership Interest means a Membership Interest, issued in one or more series, having the rights and obligations specified with respect to Class D Membership Interests in this Agreement. Each series of Class D Membership Interests shall be consecutively numbered, commencing with the Class D-l Membership Interests authorized under this Agreement. “Code” means the United States Internal Revenue Code of 1986, as amended from time to time. “Common Membership Interests” means, collectively, the Class A membership interests and the Class B membership interests of HoldCo, respectively. “Control,” “Controlled” or “Controlling” means, with respect to any Person, any circumstance in which such Person is directly or indirectly controlled by another Person by virtue of the latter Person having the power to (i) elect, or cause the election of (whether by way of voting capital stock, by contract, trust or otherwise), the majority of the members of the Board of Managers or a similar governing body of the first Person, or (ii) direct (whether by way of voting capital stock, by contract, trust or otherwise) the affairs and policies of such Person. “Distribution” means each distribution after the Effective Date made by the Company to a Member, whether in cash, property or securities of the Company, pursuant to, or in respect of, Section 4.4 or ARTICLE IX. “Entity” means any general partnership, limited partnership, corporation, association, cooperative, joint stock company, trust, limited liability company, business or statutory trust, joint venture, unincorporated organization or Governmental Entity. “Equity Incentive Plan” means the equity incentive plan adopted by XxxXx Management LLC, a Delaware limited liability company (“XxxXx Management Company”), on, or as soon as practical following, the Effective Date. “Equity Securities” means, as applicable, (i) any capital stock, membership or limited liability company interests or other share capital, (ii) any securities directly or indirectly convertible into or exchangeable for any capital stock, membership or limited liability company interests or other share capital or containing any profit participation features, (iii) any rights or options directly or indirectly to subscribe for or to purchase any capital stock, membership or limited liability company interests, other share capital or securities containing any profit participation features or to subscribe for or to purchase any securities directly or indirectly convertible into or exchangea...
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Related to Class D Membership Interest

  • Class B Membership Interest means a Class B Membership Interest in Holdings.

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

  • Membership Interest means a Member’s entire interest in the Company including such Member’s right to receive allocations and distributions pursuant to this Agreement and the right to participate in the management of the business and affairs of the Company in accordance with this Agreement, including the right to vote on, consent to, or otherwise participate in any decision or action of or by the Members granted pursuant to this Agreement.

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

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

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

  • Class A Units means the Units of partnership interest in the Partnership designated as the “Class A Units” herein and having the rights pertaining thereto as are set forth in this Agreement.

  • Class D Units has the meaning ascribed to such term in the LLC Agreement.

  • Partnership Interest means an interest in the Partnership, which shall include the General Partner Interest and Limited Partner Interests.

  • 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.

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

  • Class A LP Units means the Class A limited partnership units of the Partnership.

  • Membership Units means the limited liability company interests in the Company held by the Members, expressed as a number of units held by each Member and set forth opposite such Member's name on Schedule I attached hereto, as amended, modified or supplemented from time to time.

  • Class B Units means the Class B Units of the Company.

  • Economic Interest means a Person’s right to share in the income, gains, losses, deductions, credits, or similar items of the Company, and to receive Distributions from the Company, but excluding any other rights of a Member, including the right to vote or to participate in management, or, except as may be provided in the Act, any right to information concerning the business and affairs of the Company.

  • Class D Unit means a Partnership Unit entitling the holder thereof to the rights of a holder of a Class D Unit as provided in this Agreement.

  • Member Interest means an equity interest of a Member in the Company and includes any and all benefits to which such Member is entitled as provided in this Agreement, together with all obligations of such Member pursuant to the terms and provisions of this Agreement.

  • Class C Interest An uncertificated interest in the Trust Fund held by the Trustee on behalf of the Holders of the Class C Certificates, evidencing a Regular Interest in REMIC 3 for purposes of the REMIC Provisions.

  • Class A Unit means any Partnership Unit that is not specifically designated by the General Partner as being of another specified class of Partnership Units.

  • Membership Unit means an outstanding common membership unit of the LLC.

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

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

  • Membership Interests has the meaning set forth in the recitals.

  • Class P Interest An uncertificated interest in the Trust Fund held by the Trustee on behalf of the Holders of the Class P Certificates, evidencing a Regular Interest in REMIC III for purposes of the REMIC Provisions.

  • 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 R-IV Interest The uncertificated Residual Interest in REMIC IV.