Limited Call Right. If at any time our general partner and its affiliates own more than 85.0% of the then-issued and outstanding common units, our general partner will have the right, which it may assign in whole or in part to any of its affiliates or to us, to acquire all, but not less than all, of the limited partner interests of such class held by unaffiliated persons as of a record date to be selected by our general partner, on at least 10 but not more than 60 days’ notice. The 85.0% threshold will automatically decrease to 80.0% if at any time our general partner and its affiliates together own less than 77.0% of our outstanding common units. The purchase price in the event of this purchase is the greater of: • the highest cash price paid by either of our general partner or any of its affiliates for any limited partner interests of the class purchased within the 90 days preceding the date on which our general partner first mails notice of its election to purchase those limited partner interests; and • the current market price calculated in accordance with the Partnership Agreement as of the date three business days before the date the notice is mailed. As a result of our general partner’s right to purchase outstanding limited partner interests, a holder of limited partner interests may have the limited partner interests purchased at a price that may be lower than market prices at various times prior to such purchase or lower than a unitholder may anticipate the market price to be in the future. The tax consequences to a unitholder of the exercise of this call right are the same as a sale by that unitholder of the common units in the market. Meetings; Voting Except as described below regarding a person or group owning 20.0% or more of any class of units then outstanding, record holders of units on the record date will be entitled to notice of, and to vote at, meetings of our limited partners and to act upon matters for which approvals may be solicited. Our general partner does not anticipate that any meeting of unitholders will be called in the foreseeable future. Any action that is required or permitted to be taken by the unitholders may be taken either at a meeting of the unitholders or, if authorized by our general partner, without a meeting if consents in writing describing the action so taken are signed by holders of the number of units that would be necessary to authorize or take that action at a meeting where all limited partners were present and voted. Meetings of...
Limited Call Right. In the event that the Merger is not consummated on or before the date specified in Section 7.1(b) due to Base Ten's failure to close the Merger for any reason other than
Limited Call Right. Energy Transfer SemGroup If at any time the general partner and its affiliates hold more than 90% of the total limited partner interests of any class then outstanding, the general partner will have the right, which it may assign to any of its affiliates or to Energy Transfer, to acquire all, but not less than all, of the limited partner interests of such class at a price no less than their then-current market price. Not applicable.
Limited Call Right. The Company shall have the right, but not the obligation, to purchase from the Holder, and the Holder shall have the obligation to sell to the Company, all of the Holder’s rights hereunder, including the Synthetic Equity Distributions Rights provided for herein, by delivering a Call Notice if (i) the Holder has violated the restrictions on Transfer set forth in Section 2.2 or Section 2.3, or (ii) following the Transfer of the Synthetic Equity Distribution Rights to a liquidating trust pursuant to and in accordance with Section 2.2 and Section 2.3, the Company has reasonably determined, in consultation with outside counsel, that as a result of (x) a change in Law, (y) the liquidating trust failing to be treated as a single partner within the meaning of Treasury Regulations Section 1.7704-1(h) (determined taking into account the rules of Treasury Regulations Section 1.7704-1(h)(3)) or (z) the dispositions and/or reduction in value of other assets held by the liquidating trust, in each case of (x), (y), or (z), where the continued ownership of the Synthetic Equity Distribution Rights by the liquidating trust would pose a material risk that the Company (or a Company Offeror, if applicable) will either (i) lose its status as a partnership for U.S. federal income tax purposes or (ii) be treated as a “publicly traded partnership” within the meaning of Section 7704 of the Code and the related Treasury Regulations (the rights which may be purchased by the Company pursuant to this Section 2.4(a), the “Called Synthetic Rights”). The purchase price (the “Call Price”) for the Called Synthetic Rights repurchased in accordance with this Section 2.4(a) shall be the aggregate amount that would be distributed pursuant to Section 2.1 to the Holder in respect of its Agreed Percentage of Units at such time in a hypothetical liquidation of the Company, with the aggregate liquidation value of the Company equal to the Call Right Valuation as of the date the Call Notice is delivered (the “Call Right”).
Limited Call Right
