Issuance of Class B Units. On the Effective Date, the General Partner issued 100 Class B Units to the Manager. The Manager immediately assigned 85 of such Units to XX Xxxxx, which assignment was reflected on Exhibit A. There was no obligation to contribute any capital in connection until issuance of the Class B Units. The initial Capital Accounts of the Holders of the Class B Units in respect of such Units was zero. All Class B Units issued under this Agreement are intended to qualify as “profits interests” under Revenue Procedure 93-27, 1993-2 C.B. 343 (June 9, 1993) and Revenue Procedure 2001-43, 2001-2 C.B. 191 (August 3, 2001), and this Section 4.02.D shall be interpreted and applied consistently therewith. The General Partner at its discretion may amend this Section 4.02.D to ensure that any Class B Units granted after the date of this Agreement will qualify as “profits interests” under Revenue Procedure 93-27, 1993-2 C.B. 343 (June 9, 1993) and Revenue Procedure 2001-43, 2001-2 C.B. 191 (August 3, 2001) (and any other similar rulings or regulations that may be in effect at such time).
Issuance of Class B Units. The Company may only issue Class B Units to FTB and its Affiliates and their permitted transferees hereunder, and to any holder of Class C Non-Voting Units to the extent there is a distribution of Class B Units on the Class B Units or Class C Non-Voting Units.
Issuance of Class B Units. On the Closing Date, the Partnership shall issue 2,521,570 Class B Units to the Initial Class B Holder. The Capital Account of such Class B Units shall be $0 as of the Closing Date and will constitute a profits interest in the Partnership for federal income tax purposes.
Issuance of Class B Units. (A) On the CEI Class B Initial Funding Date, the CEI Initial Class B Units were issued to the CEI Holder in accordance with the CEI Unit Purchase Agreement. The CEI Remaining Units were issued to the CEI Holder in accordance with the CEI Unit Purchase Agreement on the CEI Class B Final Funding Date. On the Purchaser Class B Initial Funding Date, the Purchaser Initial Class B Units were issued to the Purchaser in accordance with the Unit Purchase Agreement. The Remaining Units shall be issued to the Purchaser in accordance with the Unit Purchase Agreement. The CTPL Class B Units shall be issued to the CEI Holder in accordance with the CEI Subscription Agreement.
Issuance of Class B Units. As soon as practicable after each Distribution Date, the Board shall determine (w) the estimated amount of Disputed Claims and Estimated Claims as of such Distribution Date that may become Allowed Claims under the Plan, (x) the Estimated Additional Pro Rata Share for each holder of a Disputed Claim and Estimated Claim as of the Effective Date whose Disputed Claim or Estimated Claim has become an Allowed Claim during the Quarterly Period ending on such Distribution Date, (y) the Estimated Pro Rata Share for each existing Class A Member and Class B Member as of such Distribution Date and (z) the amount of any increase to the Maximum Class A/B Unit Amount. Promptly after such determinations:
Issuance of Class B Units. The Company is authorized to issue the number of Class B Units contemplated by the Master Reorganization Agreement. The Class B Units are intended to be “profits interests” from a U.S. federal income tax perspective and will be assigned a Hurdle Amount upon issuance, which in the case of the Class B Units issued to TES Carried Interest Holders in connection with the Ranger Reorganization shall equal the Hurdle Amount (as defined in the TES Holdings I LLC Agreement) for the corresponding Class B Units of TES Holdings I that are to be redeemed in connection with the Ranger Reorganization.
Issuance of Class B Units. 1.1 Upon the execution by Grantee of the Company LLC Agreement (or a joinder thereto) and his delivery thereof to the Company, and subject to the other terms and conditions of this Agreement and the Company LLC Agreement, the Company hereby grants to Grantee an award of unvested Class B Units, with a Distribution Threshold equal to the fair market value of the Partnership as of the Date of Grant as determined by a third party valuation firm, in each case subject to adjustment as set forth in this Agreement and/or the Company LLC Agreement, which adjustments may be made effective as of the Date of Grant. The Class B Units are hereby designated as “Catch-Up Profits Units” (as defined in the Company LLC Agreement) such that they will “catch-up” on distributions or appreciation from and after such Distribution Threshold is met so that, assuming sufficient distributions or appreciation, the Class B Units will “catch-up” and receive the same economics in any applicable distribution under the terms of the Company LLC Agreement that they would have received if the Class B Units had a Distribution Threshold of $0. of the Class B Units shall be subject to vesting in accordance with Paragraph 3 of this Agreement.
Issuance of Class B Units. Notwithstanding any other provision of this Agreement, the Company shall issue no Class B Units in excess of the number of such Class B Units issued and outstanding as of the Closing Date without the prior written consent of holders of Class B Units having a majority of the then outstanding Class B Units; provided, however, that any Class B Units repurchased by the Company pursuant to the terms of this Agreement or pursuant to any other agreement or arrangement shall no longer be considered to be issued and outstanding for purposes of this Agreement or the LLC Agreement and shall once again be available for issuance by the Company without the consent of the holders of Class B Units.
Issuance of Class B Units. (A) On the CEI Class B Initial Funding Date, the CEI Initial Class B Units shall be issued to the CEI Holder pursuant to the terms and conditions of the CEI Unit Purchase Agreement. The CEI Remaining Units shall be issued to the CEI Holder in accordance with the CEI Unit Purchase Agreement. On the Purchaser Class 57 B Initial Funding Date, the CTPL Class B Units shall be issued to the CEI Holder pursuant to the terms and conditions of the CEI Subscription Agreement. On the Purchaser Class B Initial Funding Date, the Purchaser Initial Class B Units shall be issued to the Purchaser in accordance with the Unit Purchase Agreement. The Remaining Units shall be issued to the Purchaser in accordance with the Unit Purchase Agreement.
Issuance of Class B Units. On the Effective Date, the General Partner shall issue Class B Units to the Manager. The Manager will immediately assign of such Units to XX Xxxxx, which assignment is reflected on Exhibit A. There is no obligation to contribute any capital in connection until issuance of the Class B Units. The initial Capital Accounts of the Holders of the Class B Units in respect of such Units shall be zero.
