Major Member definition

Major Member means any Member (together with its Affiliates) who owns, immediately after the consummation of the Company’s initial public offering, 5% or more of the outstanding shares of Class A Common Stock of PubCo (on a fully-diluted basis and assuming the conversion of all Units held by such Member into Class A Common Stock on a one-for-one basis).
Major Member means (i) any Member holding Class A Units or (ii) any other Member holding a number of Units, in the aggregate with the Universal Percentages of such Member’s Affiliates, with a Universal Percentage greater than or equal to 2.0%.
Major Member means, as of any time of determination, any Member that holds five percent (5%) or more of the then total outstanding Units (excluding any Incentive Units) held by all Members.

Examples of Major Member in a sentence

  • Except for this Section 3, this Agreement will terminate upon the closing of (i) a Liquidity Event, or (ii) with respect to each Major Member, at such time as such Major Member ceases to hold Company equity securities.

  • Within 15 days following delivery of the Offer Notice, Holdings LLC shall deliver written notice (the “Available Unit Notice”) to each Major Member setting forth the number and type of Subject Securities which it has elected to purchase and the number and type of Subject Securities which are available for purchase by the Major Members (“Available Units”).

  • If a Participating Major Member does not own Units of the same class or series as the Sale Units, such Participating Major Member will substitute in such Transfer the Units of the class or series held thereby that are closest in value to the Sale Units as measured by a Unit’s Pro Rata Share.

  • Each Major Member who does not exercise such option in accordance with the above requirements shall be deemed to have waived all of such Major Member’s rights with respect to such issuance.

  • The presentation of an executed copy of this Agreement by any Qualifying Executive, Major Member or such other holder to the independent accountants of the Company or any of its Subsidiaries shall constitute permission to its independent accountants to participate in discussions with such Investors or their respective officers, directors, managers, employees, agents or advisors.

  • No other course of dealing between the Company or any Investor or other Major Member or any delay in exercising any rights hereunder shall operate as a waiver of any rights of any such Persons.

  • In recognition of this fact, each Major Member agrees that, in the event of a breach by such Major Member of any of such provisions and in addition to Parent’s remedy at law, Parent shall be entitled to obtain equitable relief in the form of specific performance, temporary restraining order, temporary or permanent injunction or any other equitable remedy which may then be available.

  • Each of the Major Members (other than the Subject Holder) shall be entitled, within 15 days following delivery of the Sale Notice, to give written notice (a “Tag-Along Notice”) to the Subject Holder and Holdings LLC that such Major Member desires to participate in such proposed Transfer upon the price, terms and conditions set forth in the Sale Notice, which Tag-Along Notice shall specify the Units such Major Member desires to include in such proposed Transfer.

  • Each Major Member shall then be entitled to purchase a portion of the Available Units by delivering written notice (the “Available Unit Purchase Notice”) to Holdings LLC and the Transferring Holder within 10 days following delivery of the Offer Notice setting forth the maximum number of Subject Securities of each class or series which such Major Member desires to purchase.

  • A Member who satisfies following conditions as is the Full Member / Major Member.


More Definitions of Major Member

Major Member means any Member holding at least 10% of the outstanding Units (which Units must be vested in the case of Incentive Units).
Major Member means a Member owning 20% or more of the total Percentage Interest.

Related to Major Member

  • Investor Member means a member that has made a contribution to a limited cooperative association and:

  • Junior Member means a registered Member of the Club who is younger than 18 years of age.

  • Investor Members mean those Persons who acquire Interests in the Initial Offering or Subsequent Offering and their successors and assigns admitted as Additional Economic Members.

  • Founder Member means a subscriber to these rules for the purposes of registration;

  • ☐ - MULTI-MEMBER The “Capital Account” for each Member shall mean the account created and maintained for the Member in accordance with Section 704(b) of the Internal Revenue Code and Treasury Regulation Section 1.704-1(b)(2)(iv).

  • of a Member means the salary corresponding in any given year to a full-time appointment at the member's rank and step, as set out for that year in Schedule A.

  • Founding Member means any individual who is either:

  • Service member means a member of the armed forces, a reserve branch of the armed forces, or the Michigan national guard.

  • Other Member means a Voting Member who is not an Eligible Account Holder or a Supplemental Eligible Account Holder.

  • Participating member means a member who is required to make mandatory contributions by the applicable retirement act to his or her health reimbursement account.

  • Full Member means any person who is in one of the categories of membership referred to in Rule 10.3.

  • Initiating Member shall have the meaning provided in Section 15.2(a).

  • Staff member means a staff member as defined in section 1(1) of the Public Service Act, 1995 (Act No. 13 of 1995);

  • Designated member means the spouse, child, grandchild, parent, brother, or sister of a deceased individual who owned an interest in a wholesaler, who is entitled to inherit the deceased individual's ownership interest in the wholesaler under the terms of the deceased individual's will, or who has otherwise been designated in writing by the deceased individual to succeed the deceased individual in the wholesaler's business, or is entitled to inherit such ownership interest under the laws of intestate succession of this state. With respect to an incapacitated individual owning an ownership interest in a wholesaler, the term means the person appointed by a court as the conservator of such individual's property. The term also includes the appointed and qualified personal representative and the testamentary trustee of a deceased individual owning an ownership interest in a wholesaler.

  • Active member means a member of the pension program or the individual account program

  • Panel Member ’ means a member of a panel;

  • Selling Member has the meaning set forth in Section 10.5(a).

  • Executive Member means any elected member of the authority appointed to the executive of that authority;

  • Lead Member shall, in the case of a joint venture, mean the member of such joint venture who shall have the authority to bind the contractor and each member of the Joint venture; and shall be deemed to be the Contractor for the purposes of this Agreement; the Lead Member shall itself undertake and perform at least 51% (fifty one per cent) of the total length of the Project Highway;

  • Managing Member means CEF Equipment Holding, L.L.C., a Delaware limited liability company or any successor Managing Member under the Issuer Limited Liability Company Agreement.

  • Team Member means an individual who is allowed to access the Cloud Service but is only granted membership in groups associated with “Team Member” permissions for the Cloud Service.2

  • Individual Member means a registered, financial Member of the Club who is at least 18 years of age.

  • Management Member means any Member that is an employee of the Company or any of its Subsidiaries.

  • Public member means an individual who is not, and never

  • Disposing Member is defined in Section 4.1.

  • A Member means a companion, fellow, member, honorary member, associate or affiliate of the Society