Class A Interests Sample Clauses

Class A Interests. “Class A Interests” shall mean the interest in the Partnership held by each Class A Limited Partner with respect to the Class A Related Assets.
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Class A Interests. Members who hold Class A Interests shall have an income preference and a liquidation preference as set forth in Sections 3.1(e)(ii) and 3.1(g)(i), respectively. Except as otherwise required by the Act, holders of Class A Interests are entitled to vote or consent on all matters in which action is or may be taken by the Members of the Company, in proportion to their Percentage Class A Interests.
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Class A Interests. Class A Interests shall be issued to a Member in consideration of such Member’s Capital Contributions of Transmission Assets pursuant to Section 3.2 hereof. Each Class A Interest shall be non-voting, and shall entitle its holder to cash distributions pursuant to Article 5 hereof. A holder of Class A Interests shall be reported on the Company’s tax returns as a partner for federal and, if applicable, state income tax purposes.
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Class A Interests. The Partnership shall pay to the Investment Manager a quarterly management fee, calculated and payable in advance as of the beginning of each quarter, equal to 0.375% of the net worth of each Class A Limited Partner’s capital account as of the beginning of each quarter (approximately 1.5% annually) (the “Class A Management Fee”). The Class A Management Fee shall be payable in U.S. Dollars, normally within ten (10) days after the beginning of each quarter. The Class A Management Fee shall be calculated after taking into account capital contributions as of the beginning of a calendar quarter and net of withdrawals as of the end of the prior calendar quarter. In addition, the Class A Management Fee shall be prorated for capital contributions and withdrawals during any calendar quarter based on the date such capital contribution or withdrawal is made (and, with respect to withdrawals, a prorated amount shall be refunded by the Investment Manager to the Partnership for the ultimate benefit of the withdrawing Limited Partner). Further, the Class A Management Fee shall be prorated for any calendar quarter during which the Investment Manager does not serve as the investment manager of the Partnership for the entire calendar quarter. For the avoidance of doubt, the General Partner and/or the Investment Manager may waive, reduce or rebate the Class A Management Fee attributable to any Interest held by or on behalf of any other party, including, without limitation, any employee, agent or affiliate of the Investment Manager and/or the General Partner. The Investment Manager, in its sole and absolute discretion, may also pay a portion of the Class A Management Fee to certain Limited Partners or other third parties. Notwithstanding anything to the contrary herein, the General Partner shall have the authority to alter or change the manner and method of calculating and paying the Class A Management Fee, including, without limitation, in the event that the Partnership is restructured as a feeder fund in a master-feeder structure, charging such fee at the master fund level rather than at the feeder fund level, provided that no such alteration or change in the method of calculation and payment shall in any way alter or affect the substantive rights of any Limited Partner herein, including, without limitation, the economic provisions and voting rights of any Limited Partner, or otherwise affect their rights as Limited Partners. Expenses
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Class A Interests. Class A Interests have all the rights, privileges, preferences, and obligations generally provided to a Member under applicable law, and as are otherwise applicable to Class A Interests pursuant to this Agreement. Except as specifically provided in this Agreement, the holder of the Class A Interests will be entitled to share in distributions of Distributable Cash based on the percentage of total Membership Interests issued and outstanding at such time held by the holder of the Class A Interests (the “Class A Member”) as of the relevant date, which percentage is set forth on Exhibit A and may be amended or adjusted from time to time. Notwithstanding Section 13, the Class A Member may choose to forgo all, or any portion thereof, of its share of any distribution of Distributable Cash (the “Declined Distribution”) in favor of a Common Stock Distribution; provided the Class B Member agrees to accept such Declined Distribution. Prior to making a distribution of Distributable Cash to the Members, the Managers must notify the Members of such distribution. The Class A Member shall have two (2) business days from the date of such notification to notify the Managers whether it shall accept or decline such distribution. Failure to notify the Managers within such time period shall be deemed an acceptance of such distribution by the Class A Member. In the event the Class A Member declines such distribution in favor of the Common Stock Distribution, the Managers shall notify the Class B Member, and the Class B Member shall have two (2) business days from the date of such notification to notify the Managers in writing whether it will accept or decline the Declined Distribution. Failure to notify the Managers in writing within such time period shall be deemed an acceptance of such Declined Distribution by the Class B Member. “Common Stock Distribution” shall mean the number of shares of common stock of Firepond, Inc., initially contributed by the Class B Members as set forth on Exhibit A hereto (the “Initial Shares”), equal to the quotient of (i) the total amount of the Declined Distribution by the Class A Member divided by (ii) for any time prior to the Bridge Notes and Cap Notes being paid in full, 1.40 and thereafter, the higher of (A) the product of (x) 0.8 times (y) the arithmetic average of the closing price for the Common Stock for each of the twenty (20) trading days ending on the trading day immediately preceding the date of the Declined Distribution and (B) 1.40.
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Class A Interests. Class A Interests have all the rights, privileges, preferences, and obligations generally provided to a Member under applicable law, and as are otherwise
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Class A Interests. Each Initial Member shall initially own a Class Interest (the "Class A Interest"), corresponding to the Percentage Interest set forth opposite such Initial Member's name in Appendix B hereto and carrying with it the management and economic rights specified in this Agreement with respect to the Company's limited liability company interest directly in F/C Gilroy Holdings LLC and indirectly in F/C Gilroy Development LLC, each a wholly owned Subsidiary of the Company (the "Class A Subsidiaries").
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Class A Interests. The Company shall be authorized to issue up to five hundred million (500,000,000) Class A Interests, with the rights, privileges, preferences and obligations as may be determined by the Board of Directors in connection with any issuance of such Class A Interests. Any such rights, privileges and obligations shall be set forth in an amendment to this Agreement.
Sample 1
Class A Interests. Except as otherwise required by the Act, holders of Class A Interests are entitled to vote or consent on all matters in which action is or may be taken by the Members of the Company, in proportion to their respective Percentage Class A Interests. Except as otherwise determined by the Board, the Class A Interests shall initially be issued solely to OMAM. DB3/ 201676067.6
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Related to Class A Interests

  • Class A Units If a Warrantholder exercises Warrants in connection with a tender offer for settlement prior to the First Regular Call Date, each Class A Unit called in connection with such exercise shall receive, in addition to principal and accrued interest, $1.50 per Class A Unit from the proceeds of the Warrant exercise. Class B Payments: If a Warrantholder exercises Warrants, then the Class B Units designated to be called in connection with such exercise shall receive the corresponding portion of the Class B Present Value Amount, adjusted for accrued Class B Payments on the Class B Units otherwise paid. If the Underlying Security Issuer redeems Underlying Securities and the previous paragraph does not apply, then the Class B Units designated for a redemption in connection with such redemption of Underlying Securities shall receive the amount with respect to the Class B Present Value Amount allocated for distribution in accordance with the applicable provisions of the Distribution Priorities below, paid as of the date of such redemption as an additional distribution.

  • Percentage Interests If the number of outstanding Partnership Units increases or decreases during a taxable year, each Partner’s Percentage Interest shall be adjusted by the General Partner effective as of the effective date of each such increase or decrease to a percentage equal to the number of Partnership Units held by such Partner divided by the aggregate number of Partnership Units outstanding after giving effect to such increase or decrease. If the Partners’ Percentage Interests are adjusted pursuant to this Section 4.6, the Profits and Losses for the taxable year in which the adjustment occurs shall be allocated between the part of the year ending on the day when the adjustment occurs and the part of the year beginning on the following day either (i) as if the taxable year had ended on the date of the adjustment or (ii) based on the number of days in each part. The General Partner, in its sole and absolute discretion, shall determine which method shall be used to allocate Profits and Losses for the taxable year in which the adjustment occurs. The allocation of Profits and Losses for the earlier part of the year shall be based on the Percentage Interests before adjustment, and the allocation of Profits and Losses for the later part shall be based on the adjusted Percentage Interests.

  • Class PO Certificates Private Certificates..................................... Class P, Class B-4, Class B-5 and Class B-6 Certificates. Rating Agencies.......................................... Fitch and S&P. Regular Certificates..................................... All Classes of Certificates other than the Class A-R Certificates. Residual Certificate..................................... Class A-R Certificates.

  • Class B Units The term “Class B Units” means the Units having the privileges, preferences, and rights specified with respect to “Class B Units” in this Agreement, including those described in Section 7.1(c)(3).

  • Percentage Interest Ownership of the Company shall be divided into, represented by, and each Member’s Percentage Interest shall be expressed in Units of the Company. The name, address, Units and Percentage Interest of each Member are set forth on Exhibit “A” attached hereto, which may be amended from time to time as necessary to reflect changes in the Percentage Interests and Units held by the Members.

  • Partnership Interests Except as may otherwise be provided herein, each Partner’s percentage interest in the assets, profits, and distributions of the Partnership (“Partnership Interest”) shall be as set forth in Exhibit B attached hereto and incorporated herein by reference.

  • Original Class B Principal Balance The Original Class B Principal Balance is $12,006,549.92.

  • Senior Certificates Class 1-A-1, Class 1-A-2, Class 1-A-3, Class 1-A-4, Class 1-A-5, Class 1-A-6, Class 1-A-7, Class 1-A-8, Class 1-A-9, Class 1-A-10, Class 1-A-11, Class 1-A-12, Class 1-A-R, Class 30-IO and Class 30-PO Certificates.

  • Class B Shares As of December 1, 2009, Class B shares of the Virtus Mutual Funds are no longer available for purchase by new or existing shareholders, except for the reinvestment of dividends or capital gains distributions into existing Class B share accounts, and for exchanges from existing Class B share accounts to other Virtus Mutual Funds with Class B shares.

  • Other Interests It is understood that Trustees and officers of the Trust and shareholders of the Fund are or may be or become interested in the Adviser as trustees, officers, employees, shareholders or otherwise and that trustees, officers, employees and shareholders of the Adviser are or may be or become similarly interested in the Fund, and that the Adviser may be or become interested in the Fund as a shareholder or otherwise. It is also understood that trustees, officers, employees and shareholders of the Adviser may be or become interested (as directors, trustees, officers, employees, shareholders or otherwise) in other companies or entities (including, without limitation, other investment companies) that the Adviser may organize, sponsor or acquire, or with which it may merge or consolidate, and which may include the words “Xxxxx Xxxxx” or “Boston Management and Research” or any combination thereof as part of their name, and that the Adviser or its subsidiaries or affiliates may enter into advisory or management agreements or other contracts or relationships with such other companies or entities.

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