Examples of ICG LLC in a sentence
This Agreement may be amended, modified, waived or supplemented, in whole or in part, only by a written agreement signed by ICGI, ICG LP (as successor to ICG LLC) and ICGI Holdings.
All items of income, gain, loss, deduction and credit shall be allocated for federal income tax purposes between ICGI Holdings, ICGI and the other members of ICG LP (and its predecessor, ICG LLC) on the basis of the ownership of ICG LP (and its predecessor, ICG LLC) at the time the particular item is taken into account by ICG LP (and its predecessor, ICG LLC) for federal income tax purposes, except to the extent otherwise required by Section 706(d) of the Code.
ICG LP (as successor to ICG LLC) agrees to effect transfers of its ICG LP Units and to take such actions as are otherwise necessary to facilitate the transactions contemplated by this Agreement.
Further, such transaction was in anticipation of the Company’s conversion of ICG LLC into the Limited Partnership and the sale of the Members’ beneficial interests in the Limited Partnership to the Public Company in exchange for the Cash Proceeds and Public Company Common Stock.
ICG LP (as successor to ICG LLC) agrees to effect such transfers of its ICG LP Units and to take such actions as are otherwise necessary to facilitate the foregoing.
Each of the Members has contributed to the Company as his Capital Contribution such Member’s interest in ICG LLC (or the Limited Partnership) in exchange for membership interests (“Membership Units”) of the Company in accordance with the provisions of the Contribution Agreement.
It will be applied if it is better than the HEFT solution generated during the first stage.
In consideration of the sale of its interest in ICG LLC to the Company and the Public Company’s acquisition of (and agreement to acquire) the LP Units and the Company’s redemption of (and agreement to redeem) the Member’s Common Units to give effect to the Public Company’s acquisition, each of the Employee Members and each member of the Executive Committee agrees to comply with the covenants set forth in Section 13.1(b).
The undersigned hereby consents to the transactions contemplated by this Agreement, approves the provisions of this Agreement and agrees that the undersigned’s community property interest, if any, in the ICG LLC Membership Units transferred pursuant to this Agreement is subject to the provisions of this Agreement.
Each of the Reorganization Agreements has been duly authorized, executed and delivered by the Company, ICG LLC and ICG LP, to the extent it is a party to such agreements, and constitutes the legally valid and binding obligation of the Company, ICG LLC and ICG LP, to the extent it is a party to such agreements, enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency or similar laws affecting creditors’ rights generally and equitable principles of general applicability.