New Class A Units definition

New Class A Units means the New Class A Units of DPA.
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New Class A Units means the New Class A Units of Duff & Xxxxxx Acquisitions LLC issued pursuant to the LLC Agreement.
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New Class A Units means, with respect to any Exchanged Management Incentive Unit, a number of Class A Units equal to the quotient of (a) the difference between the Fair Market Value on the date of the Exchange and the then-unsatisfied Management Incentive Unit Return Threshold applicable to such Exchanged Management Incentive Unit, divided by (b) the Fair Market Value on the date of the Exchange; provided, that if the number of New Class A Units determined by the foregoing calculation is a negative number, it shall be deemed to be zero (0).
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Examples of New Class A Units in a sentence

  • Notwithstanding the foregoing, each Non-Executive Member shall be required to continue to beneficially own, for so long as such Non-Executive Member remains employed by DPA, such number of New Class A Units, Class A Shares, or a combination thereof, equal to at least twenty percent (20%) of its Remaining Units.

  • Notwithstanding the foregoing, each Executive Member shall be required to continue to beneficially own, for so long as such Executive Member remains employed by DPA, such number of New Class A Units, Class A Shares, or a combination thereof, equal to at least twenty-five percent (25%) of its Remaining Units.

  • If Members who, together with their Permitted Transferees, collectively hold at least two-thirds of the New Class A Units do not approve in writing such amendment to the Agreement, such amendment shall not become effective.

  • The Member shall represent in the Exchange Request that such Member owns New Class A Units and Class B Shares to be delivered at the applicable Closing pursuant to Section 2.1(d)(i), free and clear of all Liens, except as set forth therein, and, if there are any Liens identified in the Exchange Request, such Member shall covenant that such Member will deliver at the applicable Closing evidence reasonably satisfactory to DPA, that all such Liens have been released.

  • Each Exchange Request shall be delivered at least 45 days in advance of the Closing of the relevant Exchange and shall set forth the number of New Class A Units such Non-Executive Member wishes to Exchange for Class A Shares at the Closing and the number of Class B Shares to be delivered for cancellation at the Closing, subject to the limitations specified in this Section 2.1(a).

  • Each Exchange Request shall be delivered at least 45 days in advance of such Exchange and shall set forth the number of New Class A Units such Executive Member wishes to Exchange for Class A Shares at the Closing and the number of Class B Shares to be delivered for cancellation at the Closing, subject to the limitations specified in this Section 2.1(a).

  • To the extent a Member (or an applicable Permitted Transferee) validly transfers any or all of his New Class A Units and Class B Shares to a Permitted Transferee of such Member or to any other Person in a transaction not in contravention of, and in accordance with, the LLC Agreement, then such Person shall have the right to execute and deliver a joinder to this Agreement, in form and substance reasonably satisfactory to DPA.

  • Each Contributing Party hereby acknowledges and agrees that the issuance of the New Class A Units pursuant to this Section 3 shall constitute complete satisfaction of all obligations or any other sums due to such Contributing Party with respect to the Exchange Shares.

  • Shares he or she currently holds as “Exchange Shares” to be exchanged for the New Class A Units (as defined below) in accordance with the terms and conditions set forth in this Agreement.

  • The exchange of the Exchange Shares for the New Class A Units is intended to qualify pursuant to Section 721 of the Internal Revenue Code of 1986, as amended, and no party shall take any position inconsistent therewith, on audit or otherwise, unless otherwise required by applicable law.


More Definitions of New Class A Units

New Class A Units has the meaning set forth in Section 3.1.
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New Class A Units means the “Class A” common units to be issued by MLP upon consummation of the Transactions in accordance with the Transaction Term Sheet.
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New Class A Units means the class of membership interest of Reorganized Holdings defined as Class A Units in the Amended Membership Agreement. 80,000 New Class A Units will be issued by Reorganized Holdings on or after the Effective Date in accordance with this Plan.
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New Class A Units has the meaning set forth in Section 2.03(d). -----------------
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Related to New Class A Units

  • 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.

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

  • Class A Unit means any Partnership Unit that is not specifically designated by the General Partner as being of another specified class of Partnership Units.

  • Class B LP Units means, collectively, the Class B limited partnership units of the Partnership, and “Class B LP Unit” means any one of them.

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

  • Class B Common Units has the meaning set forth in Section 1(a) hereof.

  • Class A Common Units means a Common Unit which is designated as a “Class A Common Unit” and which has the rights, preferences and other privileges designated in Annex A hereto and elsewhere in this Agreement in respect of holders of Common Units.

  • Common Units is defined in the Partnership Agreement.

  • Class C Shares means shares of the Class C Common Stock.

  • Class B Interests As set forth in the Trust Agreement.

  • Preferred Units means a Partnership Interest, including the Series A Preferred Units, designated as a “Preferred Unit,” which entitles the holder thereof to a preference with respect to distributions, or as to the distribution of assets upon any Liquidation Event, over Common Units.

  • Class B Common Unit means one of that certain class of Common Units with those special rights and obligations specified in this Agreement as being appurtenant to a “Class B Common Unit”.

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

  • Partnership Units or “Units” has the meaning provided in the Partnership Agreement.

  • 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.

  • Class A Common Unit means a Common Unit having the rights and obligations specified with respect to Class A Common Units in this Agreement.

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

  • Class C Units The term "Class C Units" shall have the meaning set forth in the preface.

  • Class D Units has the meaning ascribed to such term in the LLC Agreement.

  • Class A Interests means the Units purchased by the Class A Members. The Class A Interests shall comprise sixty-five percent (65%) of the total Interests sold. Class A Percentage Interest shall be determined by calculating the ratio between each Class A Member’s Capital Account in relation to the total capitalization of the Company provided by the Class A Members.

  • Class C Member means a Member holding the Class C Ordinary Share.

  • Class B Warrants means, collectively, the Common Stock purchase warrants in the form of Exhibit C attached hereto delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which warrants shall be exercisable immediately and have a term of exercise equal to one year.

  • Series B Preferred Units shall have the meaning provided in Section 1.

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

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

  • Series A Preferred Units has the meaning assigned to such term in Section 5.11(a).