Deemed Exercise Price Clause Samples

Deemed Exercise Price. Notwithstanding the provisions of Sections 4.2(a)(ii), (iii), (iv) and (v) above, any amount that would otherwise be distributed to the holder of a Management Incentive Unit in respect of which there is a non-zero Deemed Exercise Price shall be withheld therefrom until the amount that is so withheld in respect of that Management Incentive Unit is equal to the Deemed Exercise Price of that Management Incentive Unit. Any amount so withheld will be treated as part of the Unallocated MIU Percentage and distributed as provided in Section 4.2(a)(vii); provided that a Management Incentive Unit with a non-zero Deemed Exercise Price shall not be entitled to distributions of amounts withheld pursuant to this Section 4.2(a)(vi) with respect to (A) such Management Incentive Unit or (B) the portion of the Deemed Exercise Price of any other Management Incentive Unit that is less than or equal to the Deemed Exercise Price of such Management Incentive Unit.
Deemed Exercise Price. The Deemed Exercise Price per MIU of each MIU issued pursuant to this Award Agreement is $_____. In witness whereof, the undersigned has executed and delivered this Award Letter this __ day of _____________, _____ (the “Grant Date”). By Name: Title: EXHIBIT C ALLOCATIONS AND TAX PROCEDURES