Legacy Members definition
Examples of Legacy Members in a sentence
In the event of a stadium change, Legacy Members will have priority to select seats for a season-long membership at the Club’s new home facility.
The Company shall issue such additional New Crumbs Class B Exchangeable Units or other Equity Securities to the Legacy Members and/or such other Persons as required by the Business Combination Agreement and/or to the Legacy Members or such other Persons as required by the Exchange Agreement and/or this Section 3.2 and Section 3.4 of this Agreement (each such issuance a “Required Class B Issuance”).
Legacy Members will be automatically enrolled in our Pay As We Play (PAWP) program, securing their same seats for any home playoff matches.
In addition to the Season Ticket(s), Sacramento Republic FC may provide certain benefits to Legacy Members in Sacramento Republic FC’s sole and absolute discretion.
The Legacy Member Representative may resign at any time by written notice to the Board, and the Legacy Member Representative may be removed upon the prior written consent of a majority in interest of the Units held by all of the Legacy Members.
The Company and any 3G Member may elect to purchase (or facilitate the purchase by a third party of) the Subject Units from the Legacy Members at a price equal to the Fair Market Value of the Subject Units (as calculated pursuant to Section 9.09(c)) (the “Purchase Option”).
Upon consummation of the Merger, the Legacy Units were converted into [•] New Crumbs Class B Exchangeable Units and [•] New Crumbs Class A Voting Units and [•] New Crumbs Class A Voting Units were issued by the Company and/or Transferred by the Legacy Members to the Class A Holder.
Subject to Section 9.02(d), prior to an IPO or Change of Control, the Legacy Members and their Permitted Transferees may not Transfer or permit a Transfer of (whether by merger, operation of law or otherwise and whether in a single transaction or a series of related transactions) any Units held by it (other than to a Permitted Transferee) without the consent of the 3G Holdco (such consent to be provided in the 3G Holdco’s sole discretion).
The Members agree that Capital Accounts of Legacy Members prior to the Earn Out shall be treated as provisional and contingent Capital Accounts and that Capital Accounts shall be redetermined on each Earn Out Event so that the Capital Accounts of all Members are equal on a per Unit basis.
In exchange for Class 2 Membership in the Company, and in connection with the Class 2 Offering, certain Legacy Members will continue their respective investments in the Company and certain Persons will contribute to the Company new cash capital in the amounts as specified on the Membership Schedule.