Designated Unitholder definition

Designated Unitholder means Xxx Xxxxxxxx Xxxxxxx either directly or indirectly (through entities owned and controlled by her or trusts or foundations of which she is the beneficiary) and/or Navios Maritime Holdings Inc. or any of its affiliates being, either individually or together, the ultimate beneficial owner(s) of, or having ultimate control of the voting rights attaching to, at least 5 per cent. of all the common units in the Corporate Guarantor and in the plural means all of them;
Sample 1Sample 2
Designated Unitholder means each Unitholder other than Blocker.
Sample 1Sample 2
Designated Unitholder means each Unitholder other than Arsenal Blocker Seller.
Sample 1

Examples of Designated Unitholder in a sentence

  • Notwithstanding any other provision of this Agreement, the Parties agree that Buyer, Merger Sub and the Surviving Company shall be entitled to rely solely on the Representative's determination of the portion of the Closing Cash Payment or any Future Distribution Amount payable to Blocker Seller and each Designated Unitholder.

  • The Representative shall not be liable to the Blocker Seller or any Designated Unitholder for any apportionment or distribution of the Transaction Consideration except to the extent that such apportionment or distribution is found by a final order of a court of competent jurisdiction to have constituted actual fraud.

  • Buyer shall be entitled to rely on any action taken by the Representative, pursuant to Section 14.17(b) (each, an "Authorized Action"), and each Authorized Action shall be binding on Blocker Seller and each Designated Unitholder as fully as if such Person had taken such Authorized Action.

  • Until a Letter of Transmittal is validly delivered by a Designated Unitholder, each Company Unit held by such Designated Unitholder immediately prior to the Effective Time shall represent solely the right to receive the portion of the Merger Consideration into which such Company Unit shall have been converted pursuant to Section 2.07, without interest.

  • None of the Surviving Company or any other Party shall be liable to a Designated Unitholder for any cash or interest thereon delivered to a public official pursuant to any applicable abandoned property, escheat or similar applicable Law.

  • If the applicable percentage interest of the Blocker Seller, each Designated Unitholder and each Optionholder in any Future Distribution Amount is already determinable as of the time of the Estimated Closing Statement, then the Estimated Closing Statement shall also set forth the Representative’s good faith determination (in accordance with the Distribution Principles) of such percentage interests.

  • The Representative shall not be liable to Blocker Seller or any Designated Unitholder for any apportionment or distribution of the Transaction Consideration except to the extent that such apportionment or distribution is found by a final order of a court of competent jurisdiction to have constituted actual fraud.

  • If, after the execution of this Agreement, any Designated Unitholder or Blocker Seller dies, dissolves or liquidates or becomes incapacitated or incompetent, then the Representative is nevertheless authorized, empowered and directed to act in accordance with this Agreement as if that death, dissolution, liquidation, incapacity or incompetency had not occurred and regardless of notice thereof.

  • Neither the Representative nor any agent employed by it shall incur any liability to the Blocker Seller or any Designated Unitholder relating to the performance of its other duties hereunder, except to the extent that the Representative is found by a final order of a court of competent jurisdiction to have committed actual fraud in connection therewith.

  • If a Designated Unitholder delivers its duly completed and validly executed Letter of Transmittal to the Paying Agent (with a copy to the Representative) at least two (2) Business Days prior to the Closing Date, then at the Closing the Paying Agent shall deliver to such Designated Unitholder the portion of the Estimated Closing Cash Payment payable to such Designated Unitholder pursuant to Sections 2.07(a)(i) and 2.07(b)(i), as applicable, subject to any applicable withholding Tax requirements.


More Definitions of Designated Unitholder

Designated Unitholder means each Unitholder other than HIG Seller. - 66 -
Sample 1
Designated Unitholder means each Unitholder other than Blocker. For the avoidance of doubt, the Optionholders are not, with respect to the Options, Designated Unitholders.
Sample 1

Related to Designated Unitholder

  • Designated Unit means information technology devices (e.g. hard disks or central processing units) identified by Licensee pursuant to this Agreement that have been officially made known to the public as appropriate for Use or interoperation with the Software.

  • Common Unitholder means a Member who is the registered holder of Common Units.

  • LTIP Unitholder means a Partner that holds LTIP Units.

  • Unitholder means a person holding units in the scheme of the Mutual Fund.

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

  • Unitholders means the holders of Units.

  • Unit Holder means a person holding units in the scheme of the Mutual Fund.

  • Class B Unit means a Partnership Unit which is designated as a Class B Unit of the Partnership.

  • Covered Units means: (i) during the period of the Employee’s employment with the Corporation, each business unit of the Corporation; and (ii) following the Employment Termination Date, each business unit of the Corporation in or for which the Employee was employed or to which the Employee provided services or about which the Employee obtained or had access to Confidential Information, in each case of this clause (ii) at any time within the twenty-four (24)-month period prior to the Employment Termination Date. The Employee acknowledges and agrees that if the Employee is or was employed at a segment level, the Employee is providing or has provided services to and for, and has obtained and has or had access to Confidential Information about, each business unit of such segment; and if the Employee is or was employed at the corporate/headquarters level, the Employee is providing or has provided services to and for, and has obtained and has or had access to Confidential Information about, each business unit of the Corporation.

  • Partnership Units or “Units” has the meaning provided in the Partnership Agreement.

  • 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.

  • LP Units means the non-voting limited partnership units in the capital of BEP, other than the Preferred Units, including any LP Units issued pursuant to the Redemption-Exchange Mechanism.

  • General Partner Units has the meaning assigned to such term in the Partnership Agreement.

  • Vested Units means those Units listed as vested Units in the books and records of the Partnership, as the same may be amended from time to time in accordance with this Agreement.

  • Unvested Units means those Units listed as unvested Units in the books and records of the Partnership, as the same may be amended from time to time in accordance with this Agreement.

  • GP Unit means a Partnership Unit which is designated as a GP Unit of the Partnership.

  • Partnership Unit means a fractional, undivided share of the Partnership Interests of all Partners issued hereunder. The allocation of Partnership Units among the Partners shall be as set forth on Exhibit A, as may be amended from time to time.

  • OP Units means units of limited partnership interest in the Operating Partnership.

  • General Partner Unit means a fractional part of the General Partner Interest having the rights and obligations specified with respect to the General Partner Interest. A General Partner Unit is not a Unit.

  • LTIP Units means LTIP Units, as such term is defined in the Partnership Agreement.

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

  • Offered Units shall have the meaning set forth in Section 11.1 hereof.

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • Limited Partner means, prior to the admission of the first Additional Limited Partner to the Partnership, the Initial Limited Partner, and thereafter any Person named as a Limited Partner in Exhibit A, as such Exhibit may be amended from time to time, upon the execution and delivery by such Person of an additional limited partner signature page, or any Substituted Limited Partner or Additional Limited Partner, in such Person’s capacity as a Limited Partner of the Partnership.

  • Assisted Unit means a Unit that is subject to the Program’s rent and/or occupancy restrictions as a result of the financial assistance provided by the Program, as specified in the Regulatory Agreement.

  • Subordinated Units has the meaning assigned to such term in the Partnership Agreement.