Rollover Units definition

Rollover Units means the Class A Units issued to certain Management Members in exchange for shares of STR pursuant to a Contribution Agreement between such Management Member and the Company executed in connection with the closing of the merger under the Merger Agreement.

Rollover Units has the meaning specified in Section 6.3(d).

Rollover Units means a number of Common Units of Purchaser issued to Seller at Closing that equals the Rollover Amount.

Examples of Rollover Units in a sentence

• Following receipt of such stock certificates, the Company will amend its Unit ledger to reflect the Executive’s ownership of the Rollover Units.

• The closing of the contribution of the Contributed Shares in exchange for the Rollover Units (the “Closing”) shall occur immediately prior to the consummation of the Acquisition.

• Parent shall use its reasonable best efforts to maintain in effect any such registration statement, including any related prospectus or prospectuses, for so long as such Parent Replacement Awards continue to be outstanding and such Rollover Units remain available for awards under the Parent Long-Term Incentive Plan.

• The terms (including the amount) of the Rollover Units shall be consistent with those set forth in Exhibit A.

• The gap between the academic view of secure tenure and the World Bank’s view is one that needs to be further explored.

More Definitions of Rollover Units

Rollover Units means each Unit (including any fractions thereof) to be contributed by a Rollover Participant to Parent pursuant to such Rollover Participant’s Rollover Agreement.

Rollover Units has the meaning specified in Section 2.3(b).

Rollover Units has the meaning set forth in the Support and Rollover Agreements.

Rollover Units has the meaning assigned to it in Section 1.04. “SEC” means the Securities and Exchange Commission. “Securities” has the meaning assigned to it in the Recitals of this Agreement. “Seller” and “Sellers” have the meaning assigned to them in the Preamble of this Agreement. “Seller Material Adverse Effect” has the meaning assigned to it in Section 2.01. “Sellers’ Representative” has the meaning assigned to it in Section 12.15(a). “Solvent” has the meaning assigned to it in Section 5.06. “Specified Acquisitions” has the meaning assigned to it in Section 1.06(f)(x). “Specified Liens” means, collectively (i) Liens arising under Governing Documents of Holdings or the Company LLC Agreement, (ii) Liens arising under this Agreement and the Ancillary Documents, (iii) Liens arising from acts of Purchaser or its affiliates taken in connection with the Closing and (iv) restrictions on transfer under applicable Law. “Statement” has the meaning assigned to it in Section 1.06(b). “Straddle Period” means any taxable period that begins on or prior to, and ends after, the Closing Date. A “subsidiary” of any person means another person an amount of the voting securities, other voting ownership or voting partnership interests of which is sufficient to elect at least a majority of its Board of Directors or other governing body (or, if there are no such voting interests, a majority of the equity interests of which) is owned directly or indirectly by such first person. “Target Working Capital” has the meaning assigned to it in Section 1.06(f)(xi). “Tax” or “Taxes” means all U.S. federal, state, local or non-U.S. taxes, including income, franchise, premium or other profits, gross receipts, property, sales, use, capital stock, payroll, employment, social security, workers’ compensation or unemployment compensation, excise, withholding, ad valorem or value added taxes, and any other governmental fees, duties, customs, tariffs or assessments imposed by any Governmental Entity, in each case in the nature of a tax, including all interest, penalties or additions imposed with respect to such amounts.

Rollover Units has the meaning set forth in Section 2.4(d).

Rollover Units is defined in the Recitals.

Rollover Units means 378,000 Series CHP Convertible Preferred Units, issued to Seller pursuant to Section 2.2 which are subject to, and shall have the rights, preferences, and privileges set forth in, the Parent Operating Agreement, with a cumulative issue-date stated value equal to the Rollover Amount.