Class B Member Interests definition

Class B Member Interests means the Member Interests represented by the Class B Units, which are intended to be and shall be treated as “profits interests” pursuant to Revenue Procedure 93-27 and Revenue Procedure 2001-43.
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Class B Member Interests shall have the meaning assigned to such term in the Merger Agreement.
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Class B Member Interests means the Member Interests represented by the Common Units.
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Examples of Class B Member Interests in a sentence

  • The Class A Member Interests and the Class B Member Interests are substantially identical in all material aspects, except for differences in the Management Fee and minimum subscription amounts applicable to each Class.

  • For example, Additional Classes may or may not be required to have different minimum contribution amounts, pay (directly or indirectly) different fees and have certain other terms (including, without limitation, access to information, the ability to withdraw on shorter notice and/or at different times and/or responsibility for expenses) applicable to them that are different than those that are applicable to the Class A Member Interests or Class B Member Interests, all as determined by the Managing Member.

  • Instead, they simply added the amount contributed to the capital account to their Class B Member Interests.

  • The owners of the Class A Member Interests, the owners of the Class B Member Interests and the owners of the Additional Classes, if any, respectively, may have, in certain cases, different terms and conditions applicable to them as specifically provided for in this Agreement or the Confidential Memorandum.

  • The minimum Capital Commitment for Class A Member Interests and Class B Member Interests is five million dollars ($5,000,000.00) and fifty thousand dollars ($50,000.00), respectively; provided, that the Managing Member in its discretion may waive such minimum Capital Commitment requirements.

  • Efficient data collection and data management systems are not only an indicator of a healthy institutional system, they are also the fundamental components of informational capital (which is an important determinant of adaptive capacity).

  • Thereafter, and prior to the Transition Date, the monthly Management Fee shall equal 1/12 of 1.25% for the Class A Member Interests and 1/12 of 1.50% for the Class B Member Interests and will be based on the unreturned Capital Contributions of each Member.

  • Prior to the end of the Capital Call Period, the monthly Management Fee shall equal 1/12 of 1.25% for the Class A Member Interests and 1/12 of 1.50% for the Class B Member Interests and will be based on the Capital Commitments of each Member.

  • Under the Revolabs Agreement, as with all the portfolio company agreements, Lyrical held Class A Member Interests and Finger Lakes held Class B Member Interests.


More Definitions of Class B Member Interests

Class B Member Interests has the meaning set forth in Section 2.7.
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Class B Member Interests has the meaning set forth in the Operating ------------------------ Agreement.
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Class B Member Interests has the meaning set forth in Section 4.2(a). ------------------------ --------------
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Related to Class B Member Interests

  • Class B Members means any Persons to whom Class B Membership Units are issued, and any assignee or transferee of such Persons permitted under the terms of this Agreement, and any other Person admitted to the Company in the future as a Class B Member pursuant to the terms hereof. The names of the Class B Members, and the Percentage Interests allocated to each such Class B Member, shall be reflected in the books and records of the Company.

  • Member Interest means an equity interest of a Member in the Company and includes any and all benefits to which such Member is entitled as provided in this Agreement, together with all obligations of such Member pursuant to the terms and provisions of this Agreement.

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • Class B LP Units means, collectively, the Class B limited partnership units of the Partnership, and “Class B LP Unit” means any one of them.

  • Membership Interests has the meaning set forth in the recitals.

  • Class B Interests As set forth in the Trust Agreement.

  • Class B Units means the Class B Units of the Company.

  • Class A LP Units means the Class A limited partnership units of the Partnership.

  • Class A Members means those Members who have purchased Class A Interests.

  • Class C Member means a Member holding the Class C Ordinary Share.

  • Class A Units means the Units of partnership interest in the Partnership designated as the “Class A Units” herein and having the rights pertaining thereto as are set forth in this Agreement.

  • Class A Interests means the Units purchased by the Class A Members. The Class A Interests shall comprise sixty-five percent (65%) of the total Interests sold. Class A Percentage Interest shall be determined by calculating the ratio between each Class A Member’s Capital Account in relation to the total capitalization of the Company provided by the Class A Members.

  • Membership Interest means a Member’s entire interest in the Company including such Member’s right to receive allocations and distributions pursuant to this Agreement and the right to participate in the management of the business and affairs of the Company in accordance with this Agreement, including the right to vote on, consent to, or otherwise participate in any decision or action of or by the Members granted pursuant to this Agreement.

  • Derivative Partnership Interests means any options, rights, warrants, appreciation rights, tracking, profit and phantom interests and other derivative securities relating to, convertible into or exchangeable for Partnership Interests.

  • Members’ Percentage Interests means the ownership percentage interests as mentioned in Section I of this Agreement. During each fiscal year, the net profits and net losses of the Company (other than from capital transactions), and each item of income, gain, loss, deduction, or credit entering into the computation thereof, shall be credited or charged, as the case may be, to the capital accounts of each Member(s) in proportion to the Members' Percentage Interests. The net profits of the Company from capital transactions shall be allocated in the following order of priority: (a) to offset any negative balance in the capital accounts of the Member(s) in proportion to the amounts of the negative balance in their respective capital accounts, until all negative balances in the capital accounts have been eliminated; then (b) to the Member(s) in proportion to the Members’ Percentage Interests. The net losses of the Company from capital transactions shall be allocated in the following order of priority: (a) to the extent that the balance in the capital accounts of any Member(s) are in excess of their original contributions, to such Member(s) in proportion to the excess balances until all such excess balances have been reduced to zero; then (b) to the Member(s) in proportion to the Members’ Percentage Interests. The cash receipts of the Company shall be applied in the following order of priority: (a) to the payment of interest or amortization on any mortgages on the assets of the Company, amounts due on debts and liabilities of the Company other than those due to any Member(s), costs of the construction of the improvements to the assets of the Company and operating expenses of the Company; (b) to the payment of interest and establishment of cash reserves determined by the Member(s) to be necessary or appropriate, including without limitation, reserves for the operation of the Company’s business, construction, repairs, replacements, taxes and contingencies; and (d) to the repayment of any loans made to the Company by any Member(s). Thereafter, the cash receipts of the Company shall be distributed among the Member(s) as hereafter provided. Except as otherwise provided in this Agreement or otherwise required by law, distributions of cash receipts of the Company, other than from capital transactions, shall be allocated among the Member(s) in proportion to the Members’ Percentage Interests. Except as otherwise provided in this Agreement or otherwise required by law, distributions of cash receipts from capital transactions shall be allocated in the following order of priority: (a) to the Member(s) in proportion to their respective capital accounts until each Member(s) has received cash distributions equal to any positive balance in their capital account; then (b) to the Member(s) in proportion to the Members' Percentage Interests. It is the intention of the Member(s) that the allocations under this Agreement shall be deemed to have “substantial economic effect” within the meaning of Section 704 of the Internal Revenue Code and Treas. Reg. Section 1.704-1. Should the provisions of this Agreement be inconsistent with or in conflict with Section 704 of the Code or the Regulations thereunder, then Section 704 of the Code and the Regulations shall be deemed to override the contrary provisions thereof. If Section 704 of the Regulations at any time require that limited liability company operating agreements contain provisions which are not expressly set forth herein, such provisions shall be incorporated into this Agreement by reference and shall be deemed a part of this Agreement to the same extent as though they had been expressly set forth herein.

  • Partnership Interests shall have the meaning specified in Section 6.3 [Subsidiaries].

  • Transferred Interests has the meaning set forth in the Recitals.

  • Common Interests of any Person means Capital Interests in such Person that do not rank prior, as to the payment of dividends or as to the distribution of assets upon any voluntary or involuntary liquidation, dissolution or winding up of such Person, to Capital Interests of any other class in such Person.

  • Membership Units means membership interests in the Company.

  • Class A Member means a Member holding one or more Class A Ordinary Shares.

  • Class A Common Units means the Company's Class A Common Units.

  • Preferred Interests means, with respect to any Person, Equity Interests issued by such Person that are entitled to a preference or priority over any other Equity Interests issued by such Person upon any distribution of such Person’s property and assets, whether by dividend or upon liquidation.

  • General Partner Interest means the ownership interest of the General Partner in the Partnership (in its capacity as a general partner) and includes any and all benefits to which the General Partner is entitled as provided in this Agreement, together with all obligations of the General Partner to comply with the terms and provisions of this Agreement.

  • Percentage Interests shall have the meaning specified in the Trust Agreement.

  • Class B Common Units has the meaning set forth in Section 1(a) hereof.

  • Class B Shares means the Class B ordinary Shares in the capital of the Company of $0.0001 nominal or par value designated as Class B Shares, and having the rights provided for in these Articles.