Examples of Holdings Limited Liability Company Agreement in a sentence
Pursuant to the ICGI Holdings Limited Liability Company Agreement and in accordance with the schedule and the procedures set forth in this Article IV, each Qualified ICGI Holdings Member is entitled to request and ICGI Holdings shall thereafter tender the exchange with ICGI of the Exchangeable Portion (as defined below) of such Qualified ICGI Holdings Member’s Holdings Common Units for shares of Common Stock (an “Elective Exchange”).
Notwithstanding anything herein to the contrary, this Section 2.1 shall cease to apply to any Sponsor that does not own, directly or indirectly, at least fifty percent (50%) of the “Management Units” (as defined in the Holdings Limited Liability Company Agreement).
The Parties acknowledge that Delek Energy is assigning to the Partnership all of Delek Energy’s right, title and interest in the Subject Interests and that, notwithstanding anything in the Permian Pipeline Holdings Limited Liability Company Agreement or herein to the contrary, the Partnership is entitled to any distributions by or payments from Permian Pipeline Holdings in respect of the Subject Interests made after the Closing Date.
At the effective time of the Initial Contribution, ICGI Holdings shall reflect on its books and records the issuance to each ICG LLC Member of the number of ICGI Holdings Units set forth on such ICG LLC Member’s signature page hereto and admit such ICG LLC Member as an ICGI Holdings Member pursuant to the ICGI Holdings Limited Liability Company Agreement.
This Agreement, the Contribution Agreement, the Tax Receivable Agreement, the ICGI Holdings Limited Liability Company Agreement and the ICG LP Limited Partnership Agreement shall constitute the entire agreement among the Parties with respect to the subject matter hereof and shall supersede all previous negotiations, commitments and writings with respect to such subject matter.
Delek Energy covenants and agrees that, should Delek Energy or its Affiliates receive any distribution or payment in respect of the Subject Interests from Permian Pipeline Holdings after the Closing Date, whether pursuant to the terms of the Permian Pipeline Holdings Limited Liability Company Agreement or otherwise, Delek Energy shall promptly remit such amounts to the Partnership.
As a condition to the receipt of this equity grant, the Executive will be required to purchase Class A Common Units of Holdings at the current fair market value of $3.00 per Unit, which Units have a liquidation preference and an 8% annual return, and to become a party to Holdings' Limited Liability Company Agreement.
If the Company or other members of the VWR Group acquire or enter into any additional business operations after the date of this Agreement (each, an "Additional Business"), the Board (in accordance with Section 6.6 of Holdings' Limited Liability Company Agreement) and each Advisor will, prior to the acquisition or prior to entering into the business operations, in good faith, determine whether and to what extent the Consulting Fees should be increased as a result thereof.
This Agreement, the Exchange Agreement, the Tax Receivable Agreement, the ICGI Holdings Limited Liability Company Agreement and the Limited Partnership Agreement of ICG LP shall constitute the entire agreement among the Parties with respect to the subject matter hereof and shall supersede all previous negotiations, commitments and writings with respect to such subject matter.
All terms and conditions (and the documentation) in connection with the issuance of the PIK Preferred Equity (including, without limitation, the terms of the PIK Preferred Equity under the Holdings Limited Liability Company Agreement) shall be reasonably satisfactory to the Administrative Agent.