UAR Holder definition

UAR Holder means a holder of one or more UARs issued pursuant to the UAR Plan.
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UAR Holder means a holder of UARs;
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UAR Holder means a holder of an Incentive Unit pursuant to the Management Plan.
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Examples of UAR Holder in a sentence

  • Not less than two (2) Business Days prior to the Closing, the Company shall deliver (A) an updated Common Unitholder Schedule to Parent and the Exchange Agent which schedule shall indicate each Common Unitholder’s Common Unitholder Stock Election or Common Unitholder Cash Election and (B) an updated Cashout UAR Holder Schedule to Parent and the Exchange Agent which schedule shall indicate each Cashout UAR Holder’s portion of the Common Unitholders’ Distributed Merger Consideration, if any.

  • In connection with the payment to the Selling Interest Holders of the Purchase Price (in accordance with the terms of this Agreement) deposited in the Member Account, each UAR Holder shall be entitled to receive his or her portion of such proceeds of the Transaction due to such UAR Holder in accordance with the Company Long-Term Incentive Plan net of the exercise price of the UAR, and as described on Exhibit 2.6 hereof.

  • Schedule 2.7 sets forth the names of each UAR Holder, together with (a) such UAR Holder’s pro rata share of the aggregate issued and outstanding UARs (including the number and exercise price per UAR), and (b) the aggregate number of issued and outstanding UARs (i) as of the date hereof and the exercise prices thereof and (ii) that are vested whether or not pursuant to any acceleration provisions as of the Closing.

  • The payment by the Buyer of the Purchase Price or any portion thereof (including the Net Adjusted Closing Consideration, and any Escrow Funds released after the First Escrow Payment Date and the Second Escrow Payment Date to the Selling Interest Holders) into the Member Account shall constitute payment by the Buyer to each Selling Interest Holder and UAR Holder and satisfaction of the Buyer’s obligation to pay such amount hereunder.

  • After such payment by the Buyer, the Member Representative shall be solely responsible for allocating and distributing to each Selling Interest Holder and each UAR Holder such holder’s Pro Rata Share of the Purchase Price or any portion thereof (including the Net Adjusted Closing Consideration and any Escrow Funds released after the First Escrow Payment Date and the Second Escrow Payment Date to the Selling Interest Holders) from the Member Account.

  • At the Closing, the Member Representative may withhold from the proceeds otherwise distributable to each Selling Interest Holder and UAR Holder hereunder, and pay, such Selling Interest Holder’s or UAR Holder’s pro-rata portion of any Transaction Fees that were not reflected in the calculation of the Closing Consideration incurred by or on behalf of the Company or the Selling Interest Holders in connection with the transactions contemplated hereby.

  • Schedule 3.3(a) includes a true and accurate list of the UAR Holders and the outstanding Incentive Units held by such UAR Holder as of the date hereof.

  • Nothing in this Section 9.4 is intended or shall be construed to confer on any Selling Interest Holder or UAR Holder any rights against the Buyer in respect of the portion of the Purchase Price allocated to such Selling Interest Holder or UAR Holder or the net proceeds received after delivery of same into the Member Account.

  • On or prior to the date hereof, the Company’s Board of Directors shall have taken all actions reasonably necessary to terminate the UAR Plan, such termination to be effective as of the Effective Time following the payment of the Closing UAR Consideration to each UAR Holder, and the Company shall have forwarded proper documentation evidencing such termination to the Pioneer Parties on or prior to the date hereof.

  • The UARs set forth in Schedule 2.7 represent all of the issued and outstanding UARs as of immediately prior to the Closing Date; are owned beneficially and of record by the UAR Holders (with each UAR Holder owning the respective amount of the UARs set forth in Schedule 2.7); are duly authorized; and were issued pursuant to a valid exemption from registration under the Securities Act and in compliance with applicable securities Laws and the Company Long-Term Incentive Plan.


More Definitions of UAR Holder

UAR Holder means a holder of a “SAR” pursuant to the UAR Plan.
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Related to UAR Holder

  • FTR Holder means the PJM Member that has acquired and possesses an FTR.

  • Eligible Holder means a Limited Partner whose (a) federal income tax status would not, in the determination of the General Partner, have the material adverse effect described in Section 4.9(a)(i) or (b) nationality, citizenship or other related status would not, in the determination of the General Partner, create a substantial risk of cancellation or forfeiture as described in Section 4.9(a)(ii).

  • Effective FTR Holder means:

  • Qualifying Holder shall have the meaning ascribed thereto in Section 12 hereof.

  • Initial Holder has the meaning set forth in the preamble.

  • Octopus Holder means a user of an Octopus who may be an AAVS Account Holder or who has linked his/her Octopus to an AAVS Account in the name of one of his/her family members or friends;

  • Major Holder means with respect to any registration the Holder that, together with its Affiliates, includes the largest number of Registrable Securities in such registration.

  • Electing Holder means any Holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 3(a)(i) or 3(a)(ii) hereof.

  • Eligible Stockholder means a person who has either (1) been a record holder of the shares of common stock of the Corporation used to satisfy the eligibility requirements in Section 3.2(d) continuously for the required three-year period or (2) provides to the Secretary of the Corporation, within the time period referred to in Section 3.2(e), evidence of continuous Ownership of such shares for such three-year period from one or more securities intermediaries.

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Ticket Holder means any individual possessing, holding or using a Ticket, including (without limitation) the Ticket Purchaser or any person to whom the Ticket was issued or transferred;

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • Existing Holder means a Broker-Dealer, or any such other Person that may be permitted by the Trust, that is listed as the holder of record of APS in the Share Books.

  • Senior Holder means, (i) the Note Holders of Series A until the Secured Obligations in respect of Series A Equipment Notes have been paid in full, (ii) after the Secured Obligations in respect of Series A Equipment Notes have been paid in full, the Note Holders of Series B until the Secured Obligations in respect of Series B Equipment Notes have been paid in full and (iii) after the Secured Obligations in respect of Series B Equipment Notes have been paid in full, the Note Holders of Series C until the Secured Obligations in respect of Series C Equipment Notes have been paid in full.

  • Designated Holder means the Holder of Note A-1.

  • Other Stockholder means the persons that own Common Stock, other than the Participant.

  • Series B Holder means a Record Holder of the Series B Preferred Units.

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • Initiating Holder has the meaning set forth in Section 2.01(a).

  • Participating Holder means any Holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 2(b) hereof.

  • Selling Holder means a Holder who is selling Registrable Securities pursuant to a Registration Statement.

  • Non-U.S. Holder means a Holder that is not treated as a United States person for U.S. federal income tax purposes as defined under Section 7701(a)(30) of the Internal Revenue Code of 1986, as amended from time to time.