LLC Option Exercise definition

LLC Option Exercise means the exercise, whether in whole or in part, of an LLC Option by the applicable LLC Optionee in accordance with the provisions of the IM Unit Option Plan and the option agreement evidencing such LLC Option.
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LLC Option Exercise means the exercise, whether in whole or in part, of an LLC Option by the applicable LLC Optionee in accordance with the provisions of the applicable LLC Option and the Original Management Equity Plan, including the payment by such LLC Optionee to the Company of the exercise price in respect thereof (whether in cash or in kind through a cashless exercise). “LLC Optionees” means each of the Persons named on Schedule 2 attached hereto with respect to the number of shares of Common Units underlying the LLC Options set forth opposite the name of such Person under the column labeled “LLC Options” therein, as long as the LLC Option of such Person remains effective in accordance with its terms and only to the extent of the remaining number of Common Units with respect to which such Person has not then exercised its purchase right under such LLC Option. “LLC Options” means the Original LLC Options granted under the Original Management Equity Plan, in each case as amended in connection with the Recapitalization, and which after giving effect to the Recapitalization give each LLC Optionee the right to purchase, subject to the terms and conditions set forth therein, the number of Common Units set forth opposite such LLC Optionee’s name on Schedule 2 hereto at an exercise price of $[.] per Common Unit. For the avoidance of doubt, no additional LLC Options will be issued on and after the date of this Agreement. “Losses” means items of Company loss or deduction determined according to Section 5.01(b). “Majority Members” means the Members holding a majority of the Voting Units then outstanding; provided that, if as of any date of determination, a majority of the Voting Units are then held by the Manager or any Affiliates controlled by the Manager, then “Majority Members” shall mean the Manager together with Members (other than the Manager and its controlled Affiliates) holding a majority of the Voting Units (excluding Voting Units held by the Manager) then outstanding. “Material Subsidiary” means any direct or indirect Subsidiary of the Company that, as of any date of determination, represents more than (a) 50% of the consolidated net tangible assets of the Company or (b) 50% of the consolidated net income of the Company before interest, taxes, depreciation and amortization (calculated in a manner substantially consistent with the definition of “Consolidated Net Income” and/or “EBITDA” or similar definition(s) appearing therein in the Credit Agreements, including such add...
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Examples of LLC Option Exercise in a sentence

  • In accordance with Sections 3.10(a) and 12.02, from time to time on or after the date of this Agreement, upon each LLC Option Exercise the applicable LLC Optionee shall be admitted to the Company as an Additional Member.

  • In accordance with Section 12.02, from time to time on or after the date of this Agreement, upon each LLC Option Exercise the applicable LLC Optionee shall be admitted to the Company as an Additional Member.

  • If the Escrow Agent does not receive a Xxxxxx LLC Option Exercise Notice or an MEC Exercise Notice prior to the Expiration Date, the Escrow Agent shall pay the Xxxxxx LLC Cash Escrow Funds to MEC and the provisions of Section 5(e) of the Escrow Agreement shall be applicable to the Stock Certificates evidencing the Xxxxxx LLC Option Shares.

  • On each annual anniversary date of this Agreement, MEC shall cause the Issuer to issue and deliver an additional letter of credit to each of Xxxxxx LLC (each a "Xxxxxx LLC Interest Letter of Credit") and Xxxxx LLC (each a "Xxxxx LLC Interest Letter of Credit") in the amount of the Interest accrued during the prior year on the then current Xxxxxx LLC Option Exercise Price and/or the then current Xxxxx LLC Option Exercise Price, as applicable.

  • Upon receipt of the Xxxxxx LLC Option Exercise Notice, or the MEC Exercise Notice, as the case may be, the Escrow Agent shall deal with such Xxxxxx LLC Cash Escrow Funds in accordance with Section 5 of the Escrow Agreement as if such Xxxxxx LLC Cash Flow Escrow Funds had been wired to the Escrow Agent by the Issuer following receipt by the Escrow Agent of the Xxxxxx LLC Option Exercise Notice, or the MEC Exercise Notice, as the case may be.

  • The Xxxxx LLC Option Exercise Price shall accrue Interest from the date hereof until the exercise of the Xxxxx LLC Put Option or the Call Option with respect to the Option Shares owned by Xxxxx LLC.

  • After the Option for Xxxxxx LLC's Remaining Shares has been exercised, Buyer shall be entitled to recover Indemnifiable Losses from Xxxxxx in the same manner in which it recovers Indemnifiable Losses under this Section 10 (except as described in Section 10.7(b) below); PROVIDED, HOWEVER, that any prior reduction or set-off against the Xxxxxx LLC Option Exercise Price shall be taken into account for purposes of Joseph's share of the Cap pursuant to Section 10.4(a) above.

  • The Xxxxxx LLC Option Exercise Price shall accrue Interest from the date hereof until the exercise of the Xxxxxx LLC Put Option or the Call Option with respect to the Option Shares owned by Xxxxxx LLC.

Related to LLC Option Exercise

  • Option Exercise Notice has the meaning provided in Section 3.6 below.

  • Option Exercise Price means the price at which a share of Common Stock may be purchased upon the exercise of an Option.

  • Option Exercise Period has the meaning set forth in Section 6.4.

  • Option Exercise Date has the meaning specified in Section 2.1.

  • Aggregate Option Exercise Price means, as of any date of determination, the sum of the exercise prices payable upon exercise in full of all Vested Options held by all Optionholders immediately prior to the Effective Time, based on the Estimated Merger Consideration or the Final Adjusted Merger Consideration, as applicable.

  • 3(i) Option means an Option granted pursuant to Section 3(i) of the Ordinance to any person who is Non- Employee.

  • Net Exercise means a Net Exercise as defined in Section 6.3(b)(iii).

  • Call Option means an exchange traded option with respect to Securities other than Stock Index Options, Futures Contracts, and Futures Contract Options entitling the holder, upon timely exercise and payment of the exercise price, as specified therein, to purchase from the writer thereof the specified underlying Securities.

  • Warrant Exercise Period shall commence (subject to Section 6(d) below), on the later of:

  • Reload Option means any Option granted under Section 6(a)(iv) of the Plan.

  • Vested Option means any Option, which has already been vested according to the Vesting Dates.

  • Warrant Exercise Price means $0.01 per share.

  • Post-Termination Exercise Period means the period following termination of a Participant’s Continuous Service within which an Option or SAR is exercisable, as specified in Section 4(h).

  • Unvested Option means an Option in respect of which the relevant Vesting Conditions have not been satisfied and as such, the Option Grantee has not become eligible to exercise the Option.

  • Initial Warrant Exercise Date means __________, 1997.

  • Top-Up Option has the meaning set forth in Section 1.04(a).

  • New Exercise Date means a new Exercise Date if the Administrator shortens any Offering Period then in progress.

  • Put Option means an exchange traded option with respect to Securities other than Stock Index Options, Futures Contracts, and Futures Contract Options entitling the holder, upon timely exercise and tender of the specified underlying Securities, to sell such Securities to the writer thereof for the exercise price.

  • Exercise Notice has the meaning set forth in Section 3.2(1);

  • Incentive Share Option means an Option that is intended to meet the requirements of Section 422 of the Code or any successor provision thereto.

  • Initial Exercise Price shall have the meaning set forth in Section 2.4.1.

  • Option means a stock option granted pursuant to the Plan.

  • Conversion Option means the Company’s option to convert some or all of the Series D Preferred Stock into that number of shares of Common Stock that are issuable at the then-applicable conversion rate as described in Section 8(c) of these Articles Supplementary.

  • Optioned Stock means the Common Stock subject to an Option.

  • Nonqualified Option means any Option that is not an Incentive Stock Option.

  • Optioned Shares means Shares subject to an Award granted pursuant to this Plan.