Examples of Partnership Division in a sentence
Schedule 5.01 sets forth the names and the Capital Account of the Partners as of the date of this Agreement immediately following the Holdings Partnership Division.
With respect to Grant Units issued after the Holdings Partnership Division, the Post-Termination Payment shall equal (A) the number of Grant Units issued to such Founding/Working Partner, multiplied by (B) the xxxxx xxxxx for such Grant Units on the date of issuance as determined by the General Partner in its discretion and set forth on a schedule.
Following the Holdings Partnership Division, BGC Partners shall contribute, assign and otherwise transfer to Newmark all of the outstanding equity interest held by it in Newmark Holdings General Partner (which shall hold the Newmark Holdings Special Voting Limited Partnership Interest) and in Newmark Opco, as well as any other Transferred Assets and Transferred Liabilities held by BGC Partners (the “Newmark Inc.
With respect to any Founding/Working Partner Unit or REU that is a Legacy Unit, the Extraordinary Account for the BGC Holdings Unit for which such Legacy Unit was issued in the Holdings Partnership Division shall not be apportioned in the Holdings Partnership Division between such BGC Holding Unit, on the one hand, and such Legacy Unit, on the other hand, based on the Relative Value of BGC and Newmark.
Upon the Transfer of such Founding Partner Interests to the Founding Partners in the Holdings Partnership Division, the Founding Partners are hereby deemed automatically admitted as Limited Partners with respect to such Interests and bound by this Agreement.
With respect to any Founding/Working Partner Unit or REU that is a Legacy Unit, the Extraordinary Account for such Legacy Unit shall not be apportioned in the Holdings Partnership Division between such Legacy Unit, on the one hand, and the Newmark Holdings Legacy Unit issued in the Holdings Partnership Division in respect of such Legacy Unit, on the other hand, based on the Relative Value of BGC and Newmark.
Upon the Transfer of such Working Partner Interests to the Working Partners in the Holdings Partnership Division, the Working Partners are hereby deemed automatically admitted as Limited Partners with respect to such Interests and bound by this Agreement.
With respect to any High Distribution II Unit issued after the Holdings Partnership Division, the HDII Account shall initially be equal to the amount per Unit mutually agreed by the Founding/Working Partner and the General Partner upon the issuance of such Unit, subject to Section 12.01(a)(iii)(K) and shall be adjusted as hereinafter provided.
A holder of such High Distribution IV Units shall be entitled to receive payments from the Partnership with respect to such HDIV Tax Payment Account at times and on terms equivalent to what would have applied to the BGC Holdings Unit for which such Legacy Unit was issued in the Holdings Partnership Division.
BGC Partners agrees that it will not take or fail to take, or cause or permit any member of the BGC Group to take or fail to take, any action if such action or failure to act would or could reasonably be expected to adversely affect, jeopardize or prevent the Tax-Free Status of the Contribution and Distribution or the Partnership Division Treatment of the Partnership Divisions.