Series A Preferred Mirror Units definition

Series A Preferred Mirror Units means the Class of Preferred Units designated as “7.00% Series A Preferred Mirror Units” pursuant to Section 12.1.

Series A Preferred Mirror Units has the meaning set forth in Section 7.01.

Series A Preferred Mirror Units has the meaning set forth in Section 7.01. “Series B Preferred Mirror Units” has the meaning set forth in Section 7.01. “Similar Law” means any state, local, non-U.S. or other laws or regulations that would cause the underlying assets of the Partnership to be treated as assets of an investing entity by virtue of its investment (or any beneficial interest) in the Partnership and thereby subject the Partnership, the General Partner or, OCGH or OEP (or other Persons responsible for the investment and operation of the Partnership’s assets) to laws or

Examples of Series A Preferred Mirror Units in a sentence

• At any time following the thirtieth (30th) anniversary of the Series A Original Issue Date (the “Series A Redemption Restriction Period”), upon the request of any Series A Holder, the Company shall redeem (unless otherwise prevented by law) any portion of such Series A Holder’s Beneficially Owned Series A Preferred Mirror Units for an amount per share in cash equal to the Series A Liquidation Preference calculated as of the Series A Redemption Date (the “Series A Redemption Price”).

• The Series A Preferred Mirror Units are hereby designated and created as a series of Preferred Units hereunder.

• Any Series A Redemption Notice delivered by mail shall be conclusively presumed to have been duly given, whether or not the Series A Holder receives such notice, but failure duly to give such notice by mail, or any defect in such notice or in the mailing thereof, to any Series A Holder designated for redemption shall not affect the validity of the proceedings for the redemption of any Series A Preferred Mirror Units.

• As a condition precedent to the taking of any action which would require an adjustment pursuant to this Section 17.07, the Company shall take any action which may be necessary, including obtaining regulatory or member approvals or exemptions, in order that the Company may thereafter validly and legally issue as fully paid and nonassessable all Class A Common Units that the Series A Holder is entitled to receive upon exercise of the Series A Preferred Mirror Units pursuant to this Section 17.07.

• Distributions on the Series A Preferred Mirror Units shall accrue on the basis of a 360-day year, consisting of twelve (12), thirty (30) calendar day periods, and shall accrue as specified in Section 17.03(a), and shall be deemed to accrue from such date whether or not earned or declared and whether or not there are profits, surplus or other fund of the Company legally available for the payment of distributions.

• The Company may, from time to time, issue additional Series A Preferred Mirror Units.

• The Series A Preferred Mirror Units will be issued as perpetual securities with no fixed maturity date and except as set forth in Section 17.08, the Series A Holders will not have any rights to require the Company to redeem, repurchase or retire the Series A Preferred Mirror Units at any time.

• Designations, Xxxxxx, Preferences, Rights and Duties of Series A Preferred Mirror Units ...........................................................................................................

• Notwithstanding any other provisions of this Agreement or the Delaware Act, the Series A Preferred Mirror Units shall not have any relative, participating, optional or other voting, consent or approval rights or powers, and the vote, consent or approval of the Series A Holders shall not be required for the taking of any Company action.

• In the event that all or any portion of the Series C Corporation Preferred Shares are redeemed following the Series A Redemption Restriction Period, at the Company’s election, the Company may redeem the same portion (unless otherwise prevented by law) of the Series A Preferred Mirror Units for an amount per unit in cash equal to the Series A Redemption Price.

More Definitions of Series A Preferred Mirror Units

Series A Preferred Mirror Units means the class of Preferred Units designated as “Series A Cumulative Convertible Preferred Mirror Units” pursuant to Section 17. “Series C Preferred Mirror Units” means the class of Preferred Units designated as “Series C Cumulative Convertible Preferred Mirror Units” pursuant to Section 18. “Share Exchange” has the meaning set forth in Section 11.01(b). “Share Settlement” means a number of shares of Class A Common Stock equal to the number of Class B Common Units constituting Units that are subject to an Exchange. “SPAC BVI” has the meaning set forth in the recitals to this Agreement. “Subsidiary” means, with respect to any Person, any corporation, limited liability company, limited partnership, partnership, trust or other entity with respect to which such Person has the power, directly or indirectly through one or more intermediaries, to vote or direct the voting of sufficient securities or interests to elect a majority of the directors or management committee or similar governing body or entity. For purposes hereof, references to a “Subsidiary” of the Company shall be given effect only at such times that the Company has one or more Subsidiaries, and, unless otherwise indicated, the term “Subsidiary” refers to a Subsidiary of the Company. “Substituted Member” has the meaning set forth in Section 12.01. “Tax Amount” means the Highest Member Tax Amount divided by the Common Percentage Interest of the Member described in the definition of “Highest Member Tax Amount”. “Tax Distribution” means a distribution made by the Company pursuant to Section 4.01(e)(i), Section 4.01(e)(ii) or Section 4.01(e)(iv) or a distribution made by the Company pursuant to another provision of Section 4.01 but designated as a Tax Distribution pursuant to Section 4.01(e)(iii) or a distribution made by the Company pursuant to Section 17.03(f) or Section 18.03(f). “Tax Distribution Amount” means, with respect to a Member’s Units, whichever of the following applies with respect to the applicable Tax Distribution, in each case in amount not less than zero: (i) With respect to a Tax Distribution pursuant to Section 4.01(e)(i), the excess, if any, of (A) such Member’s required annualized income installment for such estimated payment date under Section 6655(e) of the Code, assuming that (x) such Member is a corporation (which assumption, for the avoidance of doubt, shall not affect the determination of the Tax Rate), (y) Section 6655(e)(2)(C)(ii) is in effect and (z) such Member’s only in...