Common use of Issuance and Vesting of Common Partnership Units Clause in Contracts

Issuance and Vesting of Common Partnership Units. In connection with (and conditioned on the occurrence of) [(i) the Partnership Merger pursuant to the Partnership Merger Agreement,] [(ii) the JBG Properties Contribution pursuant to the JBG Properties Contribution Agreement,] [(iii) the JBG Contribution pursuant to one or more of the JBG Managing Member Contribution Agreements,] and (iv) the execution and delivery to the Partnership by the Unit Holder of a counterpart to the Partnership Agreement, and on the terms and conditions set forth herein, the Partnership hereby agrees to issue to the Unit Holder · Common Partnership Units [as of the date hereof (the “Issuance Date”)](2), 50% of which shall be fully vested and non-forfeitable upon issuance and 50% of which shall be unvested, forfeitable pursuant to Section 2, and will vest in a number equal to 1/30 of the total unvested Common Partnership Units issued starting on the first day of the 31st month following the Issuance Date and on the first day of each subsequent month until the first day of the 60th month following the Issuance Date, at which time such Common Partnership Units shall be fully vested and non-forfeitable. Vested Common Partnership Units (whether vested at or subsequent to issuance) will be subject to the restrictions on transfer and redemption as set forth in Section 3. Except as permitted under Section 12 and subject to the terms of the Partnership Agreement, unvested Common Partnership Units may not be sold, assigned, transferred, pledged or otherwise disposed of or encumbered (whether voluntary or involuntary or by judgment, levy, attachment, garnishment or other legal or equitable proceeding). The Unit Holder shall have the right to vote both vested and unvested Common Partnership Units if and when voting is allowed under the Partnership Agreement.

Appears in 2 contracts

Samples: Unit Issuance Agreement (JBG SMITH Properties), Unit Issuance Agreement (JBG SMITH Properties)

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Issuance and Vesting of Common Partnership Units. In connection with (and conditioned on the occurrence of) [(i) the Partnership Merger pursuant to the Partnership Merger Agreement,] [(ii) the JBG Properties Contribution pursuant to the JBG Properties Contribution Agreement,] [and (iii) the JBG Contribution pursuant to one or more of the JBG Managing Member Contribution Agreements,] and (iv) the execution and delivery to the Partnership by the Unit Holder of a counterpart to the Partnership Agreement, and on the terms and conditions set forth herein, the Partnership hereby agrees to issue to the Unit Holder · Common Partnership Units [as of the date hereof (the “Issuance Date”)](2Date”), 50% of which shall be fully vested and non-forfeitable upon issuance and 50% of which shall be unvested, forfeitable pursuant to Section 2, and will vest in a number equal to 1/30 of the total unvested Common Partnership Units issued starting on the first day of the 31st month following the Issuance Date and on the first day of each subsequent month until the first day of the 60th month following the Issuance Date, at which time such Common Partnership Units shall be fully vested and non-forfeitable. Vested Common Partnership Units (whether vested at or subsequent to issuance) will be subject to the restrictions on transfer and redemption as set forth in Section 3. Except as permitted under Section 12 and subject to the terms of the Partnership Agreement, unvested Common Partnership Units may not be sold, assigned, transferred, pledged or otherwise disposed of or encumbered (whether voluntary or involuntary or by judgment, levy, attachment, garnishment or other legal or equitable proceeding). The Unit Holder shall have the right to vote both vested and unvested Common Partnership Units if and when voting is allowed under the Partnership Agreement.

Appears in 1 contract

Samples: Unit Issuance Agreement (JBG SMITH Properties)

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Issuance and Vesting of Common Partnership Units. In connection with (and conditioned on the occurrence of) [(i) the Partnership Merger pursuant to the Partnership Merger Agreement,] [, (ii) the JBG Properties Contribution pursuant to the JBG Properties Contribution Agreement,] [, and (iii) the JBG Contribution pursuant to one or more of the JBG Managing Member Contribution Agreements,] and (iv) the execution and delivery to the Partnership by the Unit Holder of a counterpart to the Partnership Agreement, and on the terms and conditions set forth herein, the Partnership hereby agrees to issue to the Unit Holder · 596,850 Common Partnership Units [as of the date hereof (the “Issuance Date”)](2Date”), 50% of which shall be fully vested and non-forfeitable upon issuance and 50% of which shall be unvested, forfeitable pursuant to Section 2, and will vest in a number equal to 1/30 of the total unvested Common Partnership Units issued starting on the first day of the 31st month following the Issuance Date and on the first day of each subsequent month until the first day of the 60th month following the Issuance Date, at which time such Common Partnership Units shall be fully vested and non-forfeitable. Vested Common Partnership Units (whether vested at or subsequent to issuance) will be subject to the restrictions on transfer and redemption as set forth in Section 3. Except as permitted under Section 12 and subject to the terms of the Partnership Agreement, unvested Common Partnership Units may not be sold, assigned, transferred, pledged or otherwise disposed of or encumbered (whether voluntary or involuntary or by judgment, levy, attachment, garnishment or other legal or equitable proceeding). The Unit Holder hereby agrees that MJG shall hold 447,638 of the Common Partnership Units and the Trust shall hold 149,212 of the Common Partnership Units. Each of MJG and the Trust shall have the right to vote their respective Common Partnership Units, both vested and unvested Common Partnership Units unvested, if and when voting is allowed under the Partnership Agreement.

Appears in 1 contract

Samples: Unit Issuance Agreement (JBG SMITH Properties)

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