Profits Units Clause Samples
The Profits Units clause defines how units representing a share of profits are allocated and managed within a business or investment arrangement. Typically, this clause outlines the criteria for issuing profits units, how holders of these units are entitled to receive distributions from the entity’s profits, and any conditions or restrictions on transfer or redemption. By clearly specifying the rights and obligations associated with profits units, this clause ensures transparency in profit-sharing and helps prevent disputes among stakeholders regarding entitlement to earnings.
Profits Units. The Company has authorized an unlimited number of Profits Units, of which [***] are outstanding on the Restatement Date. No Profits Units will be issued with a Distribution Threshold that is in-the-money at the time of issuance.
Profits Units. Executive shall receive "Profits Units" under the Parent LLC Agreement representing 40% of the total number of each type of Profits Units available for grant under the Parent LLC Agreement. The total number of Profits Units available for grant under the Parent LLC Agreement shall equal 10% of the total number of Common Units as determined immediately following the Acquisition, and among the Service Units and Exit Unit tranches shall be as follows: Service ▇▇▇▇▇ - ▇%, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ A - 3%; Exit Units Tranche B - 1%; Exit Units Tranche C - 1%; Exit Units Tranche D - 1% and Exit Units Tranche E - 1%.
Profits Units. Profits Units may not be Transferred except to the extent approved by the Administrator or as otherwise permitted by the Profits Units Plan, and subject to such conditions and limitations as may be determined by the Administrator.
Profits Units. On January 31, 2007, pursuant to the Limited Liability Company Agreement of McJ Holding LLC dated as of December 4, 2006 (the “LLC Agreement”), you were granted Profits Units (as defined in the LLC Agreement). Notwithstanding Section 7.2(a) of the LLC Agreement, in the event of the termination of your service as chairman of the board of directors of PVF Holdings LLC and as a member of the board of directors of ▇▇▇▇▇▇▇▇ Red Man Holding Corporation at any time for any reason, zero percent (0%) of your Profits Units shall be subject to forfeiture.
Profits Units. Profits Units are not transferable except as may be approved by the General Partners, and subject to such conditions and limitations as may be determined by the General Partners.
Profits Units. The holders of Profits Units will have no voting rights with respect to their Profits Units as provided in Section 3.3(d) and shall have the rights with respect to profits and losses of the Company and distributions from the Company as are set forth herein; provided that additional terms and conditions applicable to a Profits Unit may be established by the Board in connection with the issuance of any such Profits Unit to a person who becomes a Management Member at any time after December 4, 2006 in accordance with Section 3.9 hereof. The number of Profits Units issued to a Management Member as of any given time shall be set forth on Schedule A, as it may be updated from time to time in accordance with this Agreement. The holders of Profits Units are not required to make any Capital Contribution to the Company in exchange for their Profits Units, it being recognized that such Units shall be issued only to Management Members who own Common Units and who agree to provide services to the Company pursuant to Section 5.2.
Profits Units. (a) Notwithstanding anything contained in Section 7.02 to the contrary and except as otherwise provided in a written restricted unit award agreement to be entered into by the Company and any Member holding Profits Units, any Distributions under Section 7.02 to any holder of Profits Units with respect to Profits Units that are not Vested Profits Units (“Unvested Profits Units”) may, in the Company's discretion, be Distributed as provided in Section 7.02, or may be held in reserve by the Company and Distributed to such holder of Unvested Profits Units as soon as reasonably practicable following the date such Unvested Profits Units become Vested Profits Units; provided that if any holder of Unvested Profits Units forfeits such Unvested Profits Units under the terms set forth in the applicable restricted unit agreement pursuant to which such Unvested Profits Units were issued, then any amounts that have not been Distributed with respect to such Unvested Profits Units will instead be retained by the Company or Distributed to the Members in accordance with Section 7.02.
(b) The Profits Units are intended to constitute "profits interests" for federal income tax purposes and Section 7.02 and this Section 7.06 shall be interpreted in accordance with such intent.
(c) Notwithstanding anything contained in Section 7.02 to the contrary, no holder of Profits Units shall be entitled to Distributions pursuant to Section 7.02 with respect to any Profits Unit that is issued with a "Distribution Threshold" (as defined in the applicable restricted unit agreement) until there shall have been Distributed pursuant to Section 7.02 (after the issuance of such Profits Unit) in the aggregate with respect to all other Units, an amount of Distributions equal to the "Distribution Threshold" (as defined in the applicable restricted unit agreement) with respect to such Profits Unit, and in the case of application of this subparagraph (c), any Distribution that is withheld from a holder of Profits Units subject to a Distribution Threshold because of this subparagraph (c) shall be made to the other holders of Units as though the Profits Units subject to such Distribution Threshold were not outstanding.
(d) The Company is authorized to issue a number of whole Profits Units that shall not exceed 10% percent of the number of Units issued and outstanding as of any given time.
(e) The Profits Units are non-voting Units of the Company.
Profits Units