Continuing LLC Owners definition

Continuing LLC Owners has the meaning set forth in the recitals, and shall be deemed to include their respective Affiliates, immediate family members, heirs, successors and assigns who may succeed to such Person as a Holder hereunder.
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Continuing LLC Owners means all Members of the Company (other than Pubco), who hold Existing Units as of immediately prior to the consummation of the Reorganization Transactions and who continue to hold Units as of immediately following the consummation of the Reorganization Transactions.
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Continuing LLC Owners means the Members listed on Schedule 1 and their respective Permitted Transferees.
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Examples of Continuing LLC Owners in a sentence

  • Notices to the Direct TSG Investors and the TSG Continuing LLC Owners shall be given to such Selling Stockholders at TSG Consumer Partners, LLC, 000 Xxxxxxxxxx Xxxxxx, Suite 2900, San Francisco, CA 94111 (fax: (000) 000-0000), Attention: Xxxxxx XxXxxxx.

  • The First Amended and Restated LLC Agreement shall govern the rights and obligations of the Continuing LLC Owners in their capacity as holders of Original Units prior to the Effective Time.

  • The Operating Company intends to have in effect an election under Section 754 of the U.S. Internal Revenue Code of 1986, as amended, effective for the taxable year in which PubCo is expected to purchase LLC Interests from the Continuing LLC Owners with the proceeds the proposed IPO and each taxable year in which a purchase or redemption of LLC Interests for cash occurs.

  • The Operating Agreement will provide a put right to the Continuing LLC Owners that will entitle them to have all or a portion of their LLC Interests purchased by PubCo or, in some cases redeemed by the Operating Company with the Continuing LLC Owners’ consent, at any time following the IPO and the expiration of any related lock-up period.

  • If the continued use of the Exchange Registration Statement at any time would require the Company to make an Adverse Disclosure or if the Company is not then eligible to file an Exchange Registration Statement on Form S-3, the Company may, upon giving prompt written notice of such action to the Continuing LLC Owners, suspend use of the Exchange Registration Statement.

  • This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by (a) the Company, (b) a majority of the C-Corp LLC Owner Parents and (c) a majority of the Continuing LLC Owners; provided, however, that any amendment, modification, extension or termination that disproportionately and adversely affects any Holder shall require the prior written consent of such Holder.

  • Under the TRA, PubCo will be required to provide the Continuing LLC Owners with a schedule showing the calculation of payments that are due under the TRA with respect to each taxable year with respect to which a payment obligation arises within ninety (90) days after filing its U.S. federal income tax return for such taxable year.

  • There will be no maximum term for the TRA; however, the TRA will provide that it may be terminated by PubCo pursuant to an early termination procedure that will require PubCo to pay the Continuing LLC Owners an amount equal to the estimated present value of the remaining payments to be made under the agreement (calculated with certain assumptions).

  • In addition, this Class A common stock ratio requirement disregards all common units at any time held by any other person, including the Continuing LLC Owners.

  • These tax benefit payments will not be conditioned upon one or more of the Continuing LLC Owners maintaining a continued ownership interest in the Operating Company or having any ownership interest in PubCo. The Continuing LLC Owners’ rights under the TRA will be assignable to transferees of their LLC Interests (other than the Operating Company or PubCo as transferee pursuant to a purchase or redemption of LLC Interests).


More Definitions of Continuing LLC Owners

Continuing LLC Owners shall have the meaning set forth in the preamble.
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Continuing LLC Owners means the holders of Common Units other than Planet and its Subsidiaries.
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Continuing LLC Owners means the holders of Common Units other than PetIQ Corporation and the C-Corp LLC Owners.
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Related to Continuing LLC Owners

  • Departing General Partner means a former General Partner from and after the effective date of any withdrawal or removal of such former General Partner pursuant to Section 11.1 or Section 11.2.

  • Asset Management Plan means a plan created by the department and approved by the state transportation commission or a plan created by a local road agency and approved by the local road agency's governing body that includes provisions for asset inventory, performance goals, risk of failure analysis, anticipated revenues and expenses, performance outcomes, and coordination with other infrastructure owners.

  • Existing LLC Agreement is defined in the recitals to this Agreement.

  • First Union means First Union National Bank, a national banking association, and its successors.

  • OpCo has the meaning set forth in the Preamble.

  • Founding Companies has the meaning set forth in the third recital of this Agreement.

  • Operating Company means an “operating company” within the meaning of 29 C.F.R. §2510.3-101(c) of the Plan Asset Regulations.

  • Partnership Representative has the meaning set forth in Section 5.2(a).

  • Sub-Manager Any Person with which the Property Manager or the Special Servicer has entered into a Sub-Management Agreement.

  • Bidding Company means a Subsidiary of the Company whose capital is beneficially owned by the Company and any other Person or Persons that are not Affiliates of the Company for the sole purpose of directly or indirectly bidding on construction projects.

  • Operating Companies shall have the meaning specified in the recitals to this Agreement.

  • Consent of the Limited Partners means the Consent of a Majority in Interest of the Limited Partners, which Consent shall be obtained prior to the taking of any action for which it is required by this Agreement and may be given or withheld by a Majority in Interest of the Limited Partners, unless otherwise expressly provided herein, in their sole and absolute discretion.

  • Environmental Management Plan or “EMP” means the environmental management plan for the Project, including any update thereto, incorporated in the IEE;

  • Savings and Loan Holding Company means a company registered as such with the Office of Thrift Supervision pursuant to 12 U.S.C. §1467(a) and the regulations of the Office of Thrift Supervision promulgated thereunder.

  • GP means Gottbetter & Partners, LLP.

  • CLO Asset Manager means, with respect to any Securitization Vehicle that is a CLO, the entity that is responsible for managing or administering the underlying assets of such Securitization Vehicle or, if applicable, the assets of any Intervening Trust Vehicle (including, without limitation, the right to exercise any consent and control rights available to the Directing Holder).