Classes of Partnership Interests Sample Clauses

Classes of Partnership Interests. From and after the date hereof, subject to Section 4.02.A above, the Partnership shall have two classes of Partnership Interests, entitled the “Class A Interest,” (represented by Class A Units) and the “Class B Interest.” Class A Units or new classes of Partnership Interests may be issued to newly admitted Partners in exchange for the contribution by such Partners of cash, real estate partnership interests, stock, notes or other assets or consideration.
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Classes of Partnership Interests. (a) The Partnership is hereby authorized to issue the following classes of Partnership Interests in the Partnership in consideration for the aggregate amount of Capital Contributions with respect to each such class: Class of Partnership Interest Aggregate Amount of Capital Contributions General Partner Interest $20,100 Limited Partner Interests $20,079,910.53 apportioned among the Limited Partners as set forth on Exhibit A.
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Classes of Partnership Interests. (a) The General Partner may cause the Partnership issue a class of Partnership Interests (including pursuant to Section 4.7(a)) in exchange for a Capital Contribution to a new or existing Partner having rights, preferences and privileges senior to the rights, preferences and privileges of the other Partners ("Preferred Interests"); provided, however, that no Preferred Interest may be issued by the Partnership (other than in connection with the issuance by Tality of preferred equity pursuant to Section 4.7(a)) without the advance written consent of the Holdings Partners, which consent may be given or withheld in their sole and absolute discretion. Except as provided in connection with the issuance of a Partnership Interest pursuant to Section 4.7(a), no Partnership Interest shall be treated as a Preferred Interest unless the issuance and specific terms of such Preferred Interest are set forth in writing by the Partnership and the Partner owning such Preferred Interest.
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Classes of Partnership Interests. (a) As of the date of this Agreement, there shall be two classes of Interests in the Partnership, which shall be designated as “Class A Interests” and “Class B Interests”. The General Partner may create additional classes and series of Interests in the Partnership from time to time on such terms and with such rights and obligations as the General Partner may determine.
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Classes of Partnership Interests. The Partnership shall have three (3) classes of Partnership Interests: (a) Class A Partnership Interests, which shall be held by the General Partner and only the General Partner; (b) Class B Partnership Interests, which shall be held by Limited Partners and only by Limited Partners and (c) Class B-1 Partnership Interests, which shall be held by Limited Partners and only by Limited Partners. The Class B Partnership Interests and Class B-1 Partnership Interests may be vested or unvested, and except as expressly provided herein, any reference to Class B Partnership Interests shall be a reference to vested and unvested Class B Partnership Interests and any reference to Class B-1 Partnership Interests shall be a reference to vested and unvested Class B-1 Partnership Interests. Except as provided in this Agreement, (i) vested and unvested Class B Partnership Interests and Class B-1 Partnership Interests shall share equally in rights to allocations and distributions by the Partnership; (ii) Class B Partnership Interests and Class B-1 Partnership Interests may be redeemed pursuant to Section 12.5; (iii) unvested Class B Partnership Interests and Class B-1 Partnership Interests shall vest pursuant to Section 10.2 below; and (iv) vested and unvested Class B Partnership Interests and Class B-1 Partnership Interests may be forfeited by a Limited Partner under the circumstances and in the number set forth in this Agreement. The General Partner may admit Class B Limited Partners and issue Class B Partnership Interests only in exchange for an equal number of Class B Units of Pzena Investment Management, LLC pursuant to the Invitation to Subscribe or for contributions, or on terms and conditions determined by the General Partner in its sole discretion, it being expressly understood and agreed among the Limited Partners that such contribution and such terms and conditions may be different from the corresponding terms and conditions for other Limited Partners. The General Partner may admit Class B-1 Limited Partners and issue Class B-1 Partnership Interests only in exchange for an equal number of Class B-1 Units of Pzena Investment Management, LLC pursuant to the Invitation to Subscribe or for contributions, or on terms and conditions determined by the General Partner in its sole discretion, it being expressly understood and agreed among the Limited Partners that such contribution and such terms and conditions may be different from the corresponding terms and conditions for...
Sample 1
Classes of Partnership Interests. (a) The Partnership is hereby authorized to issue the following classes of Partnership Interests in the Partnership in consideration for the aggregate amount of Capital Contributions with respect to each such class: Class of Partnership Interest Aggregate Amount of Capital Contributions ----------------------------- ----------------------------------------- General Partner Interest $20,050 Limited Partner Interests $20,029,950 apportioned among the Limited Partners as set forth on Exhibit A.
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Classes of Partnership Interests. (a) The General Partner may cause the Partnership to issue a class of Partnership Interests (including pursuant to Section 4.7(a)) in exchange for a Capital Contribution to a new or existing Partner having rights, preferences and privileges senior to the rights, preferences and privileges of the other Partners ("Preferred Interests"); provided, however, that no Preferred
Sample 1
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Classes of Partnership Interests. The Partnership shall have two (2) classes of Partnership Interests: (a) Class A Partnership Interests, which shall be held by the General Partner and only the General Partner; and (b) Class B Partnership Interests, which shall be held by Limited Partners and only by Limited Partners. The Class B Partnership Interests may be vested or unvested, and except as expressly provided herein, any reference to Class B Partnership Interests shall be a reference to vested and unvested Class B Partnership Interests. Except as provided in this Agreement, (i) vested and unvested Class B Partnership Interests shall share equally in rights to allocations and distributions by the Partnership; (ii) Class B Partnership Interests may be redeemed pursuant to Section 12.5; (iii) unvested Class B Partnership Interests shall vest pursuant to Section 10.2 below; and (iv) vested and unvested Class B Partnership Interests may be forfeited by a Limited Partner under the circumstances and in the number set forth in this Agreement. The General Partner may admit Limited Partners and issue Class B Partnership Interests only in exchange for an equal number of Class B Units of Pzena Investment Management, LLC pursuant to the Invitation to Subscribe or for contributions, or on terms and conditions determined by the General Partner in its sole discretion, it being expressly understood and agreed among the Limited Partners that such contribution and such terms and conditions may be different from the corresponding terms and conditions for other Limited Partners.
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Classes of Partnership Interests 
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Related to Classes of Partnership Interests

  • 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.

  • Transfer of Partnership Interests The foregoing power of attorney shall survive the delivery of an instrument of transfer by any Partner of the whole or any portion of or interest in its Partnership Interest, except that (i) where a Partner becomes a Former Partner, or (ii) where a Transferee of such Partnership Interest has been approved as a successor Partner and the Transferor shall thereupon cease being a Partner (all in accordance with this Agreement), then the power of attorney of the Former Partner or the Transferor Partner, as the case may be, shall survive the cessation of Partner status or the delivery of such instrument of transfer, as the case may be, for the sole purpose of enabling the attorneys-in-fact for such Former Partner or the Transferor Partner (or any of them) to execute, swear to, acknowledge and file any and all instruments necessary to effectuate or reflect such cessation, transfer and succession.

  • Transfers of Partnership Interests Except as the Partners may otherwise agree from time to time, a Partner may not Transfer all or any part of its Partnership Interest without the Consent of each other Partner, which Consent may be withheld in the sole discretion of each such other Partner.

  • Redemption of Partnership Interests of Ineligible Holders (a) If at any time a Limited Partner fails to furnish an Eligibility Certificate or any other information requested within the period of time specified in Section 4.9, or if upon receipt of such Eligibility Certificate or other information the General Partner determines, with the advice of counsel, that a Limited Partner is an Ineligible Holder, the Partnership may, unless the Limited Partner establishes to the satisfaction of the General Partner that such Limited Partner is not an Ineligible Holder or has transferred his Limited Partner Interests to a Person who is not an Ineligible Holder and who furnishes an Eligibility Certificate to the General Partner prior to the date fixed for redemption as provided below, redeem the Limited Partner Interest of such Limited Partner as follows:

  • Additional Partnership Interests If the Partnership issues Partnership Interests in accordance with Section 4.2 or 4.3, the distribution priorities set forth in Section 5.1 shall be amended, as necessary, to reflect the distribution priority of such Partnership Interests and corresponding amendments shall be made to the provisions of Exhibit B.

  • Shares; Membership Interests (a) The total of the membership interests in the Company shall be divided into (i) Class A Ordinary Shares having the rights and preferences as set forth herein (the “Class A Ordinary Shares”), (ii) Class A Preferred Shares having the rights and preferences as set forth herein (the “Class A Preferred Shares” and, together with the Class A Ordinary Shares, the “Class A Shares”), (iii) Class B Ordinary Shares having the rights and preferences as set forth herein (the “Class B Ordinary Shares”), and (iv) Class C Ordinary Share having the rights and preferences as set forth herein (the “Class C Ordinary Share” and, together with the Class A Ordinary Shares, the Class A Preferred Shares and the Class B Ordinary Shares, the “Shares” and each a “Share”). Class A Ordinary Shares, Class A Preferred Shares and Class B Ordinary Shares shall have the same rights, powers and duties, except as otherwise set forth in this Agreement. The number of Class A Ordinary Shares shall be limited to the maximum number of Class A Ordinary shares offered in the Offering, plus (i) the number of Class A Ordinary Shares which may be issued upon conversion of the Class A Preferred Shares, plus (ii) the number of Class A Ordinary Shares which may be issued upon conversion of the Class B Ordinary Shares. The number of Class A Preferred Shares shall be limited to the number of Class A Preferred Shares which may be issued pursuant to the Management Services Agreement. The number of Class B Ordinary Shares shall be limited to up to 1,000. The number of Class C Ordinary Shares shall be limited to one. Class A Preferred Shares issued pursuant to the Management Services Agreement (“ASA Shares”) may be subject to vesting provisions as set forth in the Management Services Agreement. The Shares of the Members shall be as set forth on Exhibit A attached hereto, which may be updated as set forth herein. For the avoidance of doubt, in the event that all of the Class A Ordinary Shares are not sold pursuant to the Offering, the Board shall, upon the final closing of the Offering, issue a number of Class A Ordinary Shares to the Initial Member equal to the aggregate number of Class A Ordinary Shares that remain unsold in the Offering, as repayment in full of any and all obligations owing to the Initial Member in respect of advances made to acquire the Artwork and true-up fees payable to the Initial Member. The name and mailing address of each Member or such Member’s representative shall be listed on the books and records of the Company maintained for such purpose by the Company or the Transfer Agent.

  • Partnership Units Each Partner shall own Partnership Units in the amounts set forth for such Partner in Exhibit A and shall have a Percentage Interest in the Partnership as set forth in Exhibit A, which Percentage Interest shall be adjusted in Exhibit A from time to time by the General Partner to the extent necessary to reflect accurately redemptions, additional Capital Contributions, the issuance of additional Partnership Units or similar events having an effect on the number of Partnership Units held by, and the Percentage Interest of, any Partner. Each Partnership Unit shall entitle the holder thereof to one vote on all matters on which the Partners (or any portion of the Partners) are entitled to vote under this Agreement.

  • Redemption of Partnership Interests of Non-citizen Assignees (a) If at any time a Limited Partner or Assignee fails to furnish a Citizenship Certification or other information requested within the 30-day period specified in Section 4.9(a), or if upon receipt of such Citizenship Certification or other information the General Partner determines, with the advice of counsel, that a Limited Partner or Assignee is not an Eligible Citizen, the Partnership may, unless the Limited Partner or Assignee establishes to the satisfaction of the General Partner that such Limited Partner or Assignee is an Eligible Citizen or has transferred his Partnership Interests to a Person who is an Eligible Citizen and who furnishes a Citizenship Certification to the General Partner prior to the date fixed for redemption as provided below, redeem the Partnership Interest of such Limited Partner or Assignee as follows:

  • Membership Interests The Sole Member currently owns one hundred percent (100%) of the percentage interests in the Company.

  • Rights of Assignees of Partnership Interests (a) Subject to the provisions of Sections 9.1 and 9.2 hereof, except as required by operation of law, the Partnership shall not be obligated for any purposes whatsoever to recognize the assignment by any Limited Partner of its Partnership Interest until the Partnership has received notice thereof.

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