Membership Interest Equivalents definition

Membership Interest Equivalents means any security or obligation that is by its terms, directly or indirectly, convertible into or exchangeable or exercisable for Units or other equity securities of the Company, and any option (including the Options), warrant or other subscription or purchase right with respect to Membership Interests or such other equity securities of the Company.
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Membership Interest Equivalents means any security or obligation that is by its terms, directly or indirectly, convertible into or exchangeable or exercisable for Units of Membership Interest or other equity securities of the Company, and any option, warrant or other subscription or purchase right with respect to Membership Interests or such other equity securities of the Company.
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Membership Interest Equivalents means any subscriptions, warrants, options or other rights or commitments of any character to subscribe for or purchase from the Company, or obligating the Company to issue, any shares of any class of the capital stock of the Company or any securities convertible into or exchangeable for such shares; and
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Examples of Membership Interest Equivalents in a sentence

  • No Transfer of any Membership Interests or Membership Interest Equivalents in violation of any provision of this Agreement will be effective to pass any title to, or create any interest in favor of, any Person, but the Member which attempted to so effect such Transfer will be deemed to have committed a material breach of its obligations to the other Members and to the Company hereunder, and the Membership Interests held by such Member shall be treated in accordance with Section 4.3.

  • Any transferee of Membership Interests or Membership Interest Equivalents shall be subject to the restrictions on Transfer imposed by this Agreement.

  • The Board of Managers of Sequoia and Merger Sub and the Board of Directors of the SAH deem it advisable and in the best interests of their respective members or stockholders that the holders of Sequoia Membership Interests and Sequoia Membership Interest Equivalents (as those terms are defined herein) receive 80% of the equity interests in SAH in consideration for the contribution to SAH of all the equity interests in Sequoia upon the terms and subject to the conditions provided for in this Agreement.

  • SAH will assume Sequoia’s obligation with regard to Sequoia Membership Interest Equivalents outstanding at the Closing such that upon the Closing each Sequoia Membership Interest Equivalent shall be deemed to have the right to receive .5806419 Merger Shares upon purchase or exercise of such Sequoia Membership Interest Equivalent.

  • Without limiting the foregoing, during the Interim Period, without the consent of the Zaki Member, there will be no amendment to the Second A&R LLC Agreement, the Company will not issue any additional Series A Units or other Membership Interests or Membership Interest Equivalents, and the Company will not take any action that would require the approval of a Supermajority-in-Interest or the approval of IFC under the Amended Operating Agreement if the Amended Operating Agreement was in effect.


More Definitions of Membership Interest Equivalents

Membership Interest Equivalents all (A) securities convertible into or exchangeable for Membership Interests, whether or not then convertible or exchangeable (collectively, “Convertible Securities”). The foregoing definitions of “Fully-Diluted Basis,” “Membership Interest Equivalents,” and “Convertible Securities,” shall also be deemed to include, on a Membership Interest equivalent basis, all securities and rights that are economically similar to, or defined with reference to, Membership Interest Equivalents (including, without limitation, any phantom stock, stock appreciation rights, restricted stock units or other such rights), in each case, whether or not then convertible, exchangeable and/or exercisable.
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Membership Interest Equivalents means options, warrants, calls, rights, commitments, convertible securities and other securities pursuant to which the holder, directly or indirectly, has the right to acquire (with or without additional consideration) membership interests or the right to receive any benefits or rights similar to any rights enjoyed by or accruing to the holders of membership interests.
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Related to Membership Interest Equivalents

  • Interest Equivalent means a yield on a 360-day basis of a discount basis security which is equal to the yield on an equivalent interest-bearing security.

  • Class B Membership Interest means a Class B Membership Interest in Holdings.

  • Common Share Equivalents means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Common Shares, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Common Shares.

  • Class A Membership Interest means a Class A Membership Interest in Holdings.

  • Membership Units means the limited liability company interests in the Company held by the Members, expressed as a number of units held by each Member and set forth opposite such Member's name on Schedule I attached hereto, as amended, modified or supplemented from time to time.

  • Capital Shares Equivalents means any securities, rights, or obligations that are convertible into or exchangeable for or give any right to subscribe for any Capital Shares of the Company or any warrants, options or other rights to subscribe for or purchase Capital Shares or any such convertible or exchangeable securities.

  • Class B Units means the Class B Units of the Company.

  • Ordinary Share Equivalents means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Ordinary Shares or ADSs, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Ordinary Shares or ADSs.

  • Preferred Stock Equivalents shall have the meaning set forth in Section 11(b) hereof.

  • Common Share Equivalent shall have the meaning ascribed to it in Section 11(a)(iii) hereof.

  • Deemed Partnership Interest Value means, as of any date with respect to any class of Partnership Interests, the Deemed Value of the Partnership Interests of such class multiplied by the applicable Partner's Percentage Interest of such class.

  • Specified Shares means all or, as the case may be, some of the shares specified in a disclosure notice;

  • Membership Interest means a Member’s entire interest in the Company including such Member’s right to receive allocations and distributions pursuant to this Agreement and the right to participate in the management of the business and affairs of the Company in accordance with this Agreement, including the right to vote on, consent to, or otherwise participate in any decision or action of or by the Members granted pursuant to this Agreement.

  • Derivative Partnership Interests means any options, rights, warrants, appreciation rights, tracking, profit and phantom interests and other derivative securities relating to, convertible into or exchangeable for Partnership Interests.

  • Class B Stock means Class B Stock, par value $1.00 per share, of the Company.

  • Membership Unit means an outstanding common membership unit of the LLC.

  • Membership Interests has the meaning set forth in the recitals.

  • Share Equivalents means any securities of the Company or its subsidiaries which would entitle the holder thereof to acquire at any time Shares, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Shares.

  • Partnership Interests shall have the meaning specified in Section 6.3 [Subsidiaries].

  • Class A LP Units means the Class A limited partnership units of the Partnership.

  • Class B Unit means a Partnership Unit which is designated as a Class B Unit of the Partnership.

  • Ordinary Shares Equivalents means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Ordinary Shares, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Ordinary Shares.

  • Equivalent Preferred Shares shall have the meaning set forth in Section 11(b) hereof.

  • Class A Units means the Units of partnership interest in the Partnership designated as the “Class A Units” herein and having the rights pertaining thereto as are set forth in this Agreement.

  • Partnership Interest means an interest in the Partnership, which shall include the General Partner Interest and Limited Partner Interests.

  • LTIP Units means LTIP Units, as such term is defined in the Partnership Agreement.