Preferred Interests Clause Samples
The Preferred Interests clause defines the rights and privileges associated with a specific class of ownership interests, typically in a partnership or limited liability company, that are given priority over other classes. In practice, this clause outlines how holders of preferred interests receive distributions, dividends, or liquidation proceeds before common interest holders, and may specify additional benefits such as voting rights or protections against dilution. Its core function is to allocate financial and control advantages to certain investors, thereby attracting investment by offering enhanced security and priority in returns.
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Preferred Interests. To the extent a Put Participant holds both Preferred Interests and Common Interests, the Interests Put or Called for such Put Participant shall initially be Common Interests received upon conversion of Preferred Interests held by such Put Participant and its affiliates, and after such Put Participant and its affiliates no longer hold any Preferred Interests, Common Interests.
Preferred Interests. (a) Each Member holding a Preferred Interest shall be entitled to receive the Preferred Return with respect thereto.
(b) The Preferred Return will accrue cumulatively on a daily basis and be compounded annually from the date of issuance until the earlier to occur of the Redemption Date or the conversion of the Preferred Interest to an Ordinary Interest pursuant to Section 3.3(e).
(c) If, for two consecutive fiscal quarters of the Company, Net Financial Indebtedness of the Company has been less than $620 million, the Company shall make distributions to the Members in proportion to their respective Preferred Interest Account balances (plus any accrued Preferred Return that has not had a corresponding allocation pursuant to Section 4.1(b)(i) or (ii)) of the Distributable Amount, if any, which distributions shall be applied to the redemption of all or any portion of the Preferred Interests then outstanding; provided that if more than one tranche of Preferred Interests has been issued and remains outstanding (pursuant to multiple Drawdown Notices delivered from time to time pursuant to Section 3.2(c)), the earliest issued tranche of Preferred Interests shall be redeemed first. The redemption price (the "Redemption Price") for such Preferred Interests (or portion thereof) shall be equal to the amount of the Preferred Contribution made in connection with the issuance of such Preferred Interests (or portion thereof) in cash, together with the accrued Preferred Return (less any distributions with respect to the Preferred Interests) thereon to such Redemption Date, without interest. If only a portion of the Preferred Interests are redeemed pursuant to this Section 3.3, the Company shall redeem all or part of the remaining Preferred Interests as soon as the Company may effect such redemption consistent with the provisions of this Section 3.3. The Company shall effect any redemption pursuant to Section 3.3 of only a portion of any tranche of the then outstanding Preferred Interests pro rata according to the then outstanding amounts of the Preferred Contributions made with respect to such tranche by each Member holding Preferred Interests of such tranche.
(d) In the event the Company shall redeem the Preferred Interests, notice of such redemption shall be given by first class mail, postage prepaid, mailed not less than 5 days prior to the redemption date (the "Redemption Date") to each Member holding a Preferred Interest at such Member's address as the same appears on ...
Preferred Interests. The Company shall issue to Investor and Seller at the Closing a series of preferred interests in the amounts and on the terms attached hereto as Exhibit Z.
Preferred Interests. 31 4.3 Class A Common Interests.................................................... 33 4.4 Class B Common Interests ................................................... 34 4.5 Priority of Payments Upon Liquidation; Certain Restrictions ................ 35 4.6
Preferred Interests. After the date hereof, the General Partner is hereby authorized, by resolution or resolutions, to issue additional Series A Preferred Interests, and to create and issue other classes and series of Preferred Interests. With respect to such other classes and series of Preferred Interests, the General Partner is hereby authorized to create and authorize for issuance any such Preferred Interests in any class or series by amending this Agreement (without the vote of any Limited Partners except as expressly provided in Section 5.3, notwithstanding anything to the contrary in Section 14.5) to reflect such creation and authorization, and to establish the Preferred Interests to be included in each such class or series, and to fix the relative rights, obligations, preferences and limitations of the Preferred Interests of each such class or series. Subject to the terms of this Agreement, the Partnership is authorized to issue Preferred Interests to any Person at such price per Preferred Interest as may be determined by the General Partner and in exchange for contributions of cash or property, the provision of services or such other consideration as may be determined by the General Partner.
Preferred Interests. So long as the Class A Preference Amount has not been paid in full to the Class A Preferred Member, no change, modification, or amendment of this Agreement which affects the rights or preferences of the Class A Preferred Shares or any other term hereof applicable to the Class A Preferred Member shall be valid unless such change, modification or amendment shall be in writing signed by the Class A Preferred Member. So long as the Class B Preference Amount has not been paid in full to the Class B Preferred Member, no change, modification, or amendment of this Agreement which affects the rights or preferences of the Class B Preferred Shares or any other term hereof applicable to the Class B Preferred Member shall be valid unless such change, modification or amendment shall be in writing signed by the Class B Preferred Member.
Preferred Interests. On the Effective Date, each holder of an Allowed Preferred Stock Interest will be entitled to receive, in full and final satisfaction of such Allowed Preferred Stock Interest, its pro rata share (based on the total amount of Allowed Preferred Stock Interests) of the Preferred Stock Cash Distribution; provided, however, that if the Unsecured Note Claims, the Convertible Note Claims or the Preferred Stock Interests is a Rejecting Class, then the Preferred Holders will not receive or retain any value under the Plan and the Cash to be distributed pursuant to the Preferred Stock Cash Distribution will remain property of the Company and will vest in the Reorganized Company on the Effective Date. Impaired – Entitled to Vote
Preferred Interests. The Common Members may designate one or more series of preferred membership interests that have the rights and interests as designated in a schedule to this Operating Agreement. Preferred Members must sign a joinder to this Operating Agreement and become Members hereunder. Preferred Members are subject to the limitations on transfer of their preferred membership interests in the same manner as Common Members, but do not participate in economic benefits of ownership unless such interest has been converted into Common Units, if such interest has a conversion feature.
Preferred Interests. The sale of the preferred equity interests listed in SCHEDULE 4.1.3 in Aero shall have been consummated and the consideration therefor shall have been fully paid.
Preferred Interests. The Company is hereby authorized to issue Preferred Interests to NYSE MKT, which are issued and outstanding as of the date hereof, as specified in Schedule A. Preferred Interests will be entitled to Distributions in respect of the Preferred Return, pursuant to Section 6.1 and the Priority Claim but not otherwise.