Surviving Company Membership Units definition

Surviving Company Membership Units means the membership units of the Surviving Company, which such membership units shall be non-voting membership units, and which shall otherwise provide the holder thereof with, and subject the holder to, such rights, privileges, restrictions and obligations as set forth in the Surviving Company Amended and Restated Limited Liability Company Agreement.
Sample 1Sample 2Sample 3
Surviving Company Membership Units means the “Common Units” of the Surviving Company, as defined in the Surviving Company A&R LLCA.
Sample 1Sample 2
Surviving Company Membership Units means the Surviving Company Class A Membership Units and the Surviving Company Class P Membership Units.
Sample 1

Examples of Surviving Company Membership Units in a sentence

  • Without limiting any other provisions thereof referenced in this Agreement, the Organizational Documents of the Surviving Pubco shall provide for formula voting such that each holder of a Surviving Pubco Class V Share shall be entitled to a number of votes equal to the number of Surviving Company Membership Units held by such holder.

  • Parent shall use its reasonable best efforts to cause the Surviving Pubco Class A Shares (including the Surviving Pubco Class A Shares to be issued in connection with the Domestication and the Surviving Pubco Class A Shares issuable upon exchange of Surviving Company Membership Units in accordance with the Exchange Agreement) to be approved for listing on Nasdaq as of the Closing.

  • Without limiting the transfer restrictions set forth in the IPO Letter Agreement or pursuant to Section 4 of this Agreement, each Sponsor Party agrees that the number of Founder Shares set forth opposite such Sponsor Party’s name on Annex A hereto shall be deemed to be “Deferred Founder Shares”, and a corresponding number of Surviving Company Membership Units held by the Surviving Pubco shall be deemed to be “Earnout Company Units”.

Related to Surviving Company Membership Units

  • 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.

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Surviving Company has the meaning set forth in Section 2.1.

  • Company Units has the meaning set forth in the Recitals.

  • LP Units means the non-voting limited partnership units in the capital of BEP, other than the Preferred Units, including any LP Units issued pursuant to the Redemption-Exchange Mechanism.

  • Surviving General Partner has the meaning set forth in Section 7.01(d) hereof.

  • Surviving Entity has the meaning set forth in Section 2.1.

  • Surviving Partnership has the meaning set forth in Section 11.2.B(ii) hereof.

  • Company Shares means the common shares in the capital of the Company;

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

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

  • Parent Common Shares means the common shares of beneficial interest, $0.01 par value per share, of Parent.

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

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Merger Shares has the meaning set forth in Section 2.2(c).

  • Surviving Corporation has the meaning set forth in Section 2.1.

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Company Shareholders means holders of Company Shares.

  • Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.

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

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • OP Units means units of limited partnership interest in the Operating Partnership.

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.