New Crumbs Class B Exchangeable Units definition

New Crumbs Class B Exchangeable Units has the meaning ascribed to such term in the Surviving Company LLC Agreement.
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New Crumbs Class B Exchangeable Units means the membership interests in the Company designated as “New Crumbs Class B Exchangeable Units” in the New Crumbs LLC Agreement and any equity securities issued or issuable in exchange for, or with respect to, such New Crumbs Class B Exchangeable Units (i) by way of a dividend, split or combination of equity interest or (ii) in connection with a reclassification, recapitalization, merger, consolidation or other reorganization.
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New Crumbs Class B Exchangeable Units has the meaning set forth in Section 3.1(a).
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Examples of New Crumbs Class B Exchangeable Units in a sentence

  • Values assume that the New Crumbs Class B Exchangeable Units have been exchanged for Common Shares and as a result the related 57th Street Series A Voting Preferred Stock has been automatically redeemed.

  • The non-controlling interest changes as a result of the issuance of 700,000 New Crumbs Class B Exchangeable Units of Crumbs Holdings LLC.

  • Each Exchanging Member shall have the right (the “Exchange Rights”) at any time and from time to time to surrender any or all of the New Crumbs Class B Exchangeable Units held by such Exchanging Member in exchange for the issuance by Parent to the Designated Recipient(s) of the Reciprocate Common Stock, as provided in and subject to the adjustments set forth in this Agreement and the Business Combination Agreement.

  • The Company shall issue such additional New Crumbs Class B Exchangeable Units or other Equity Securities to the Legacy Members and/or such other Persons as required by the Business Combination Agreement and/or to the Legacy Members or such other Persons as required by the Exchange Agreement and/or this Section 3.2 and Section 3.4 of this Agreement (each such issuance a “Required Class B Issuance”).

  • Value (i) Assuming no Common Shares are Tendered, is based on the value of 4,050,000 New Crumbs Class B Exchangeable Units and 405,000 shares of Series A Voting Preferred Stock and (ii) Assuming the Maximum Allowable Tender, is based on the value of 4,750,000 New Crumbs Class B Exchangeable Units and 475,000 shares of Series A Voting Preferred Stock.

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  • Notwithstanding anything herein to the contrary, the Company shall not issue (i) New Crumbs Class A Voting Units to any Person other than the Class A Holder or (ii) New Crumbs Class B Exchangeable Units to any Person other than pursuant to the Exchange Agreement or the Business Combination Agreement.

  • In addition to the Closing Merger Consideration, the Members will be entitled to receive, to the extent it becomes due and payable in accordance with the terms of the Business Combination Agreement, up to an aggregate of 4,400,000 New Crumbs Class B Exchangeable Units and 440,000 shares of 57th Street Series A Voting Preferred Stock (the “Contingency Consideration”) upon 57th Street’s achievement of certain financial targets and stock price targets.

  • Except as otherwise adjusted as provided for in Section 4.6, the ratio which each unit of New Crumbs Class B Exchangeable Units are exchangeable for a share of Common Stock shall be one (1) (the “Exchange Ratio”).

  • Upon the delivery to the Designated Recipient(s) of the Reciprocate Common Stock on the relevant Exchange Date in connection with an exchange contemplated by an Exchange Notice which has not been revoked, subject to the provisions of Section 2.4, the Exchanging Member shall cease to be a holder of the portion of such Parent Series A Voting Preferred Stock and New Crumbs Class B Exchangeable Units being surrendered for exchange and shall have no further rights whatsoever with respect to such securities.

Related to New Crumbs Class B Exchangeable Units

  • Class B LP Units means, collectively, the Class B limited partnership units of the Partnership, and “Class B LP Unit” means any one of them.

  • Class A LP Units means the Class A limited partnership units of the Partnership.

  • Class B Units has the meaning set forth in Section 3.04(a)(ii).

  • Class C Shares means the shares of Class C common stock of the Company.

  • Class B Common Units has the meaning set forth in Section 1(a) hereof.

  • Class A Common Units means the Company's Class A Common Units.

  • Class B Warrants means the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately and have a term of exercise equal to 5 years, in the form of Exhibit C attached hereto.

  • Class C Member means a Member holding the Class C Ordinary Share.

  • Class B Common Unit means one of that certain class of Common Units with those special rights and obligations specified in this Agreement as being appurtenant to a “Class B Common Unit”.

  • Exchangeable Certificates The Class A-S, Class B, Class C and Class PEX Certificates.

  • Class A Units means the Units of partnership interest in the Partnership designated as the “Class A Units” herein and having the rights pertaining thereto as are set forth in this Agreement.

  • Class A Common Unit means a Common Unit having the rights and obligations specified with respect to Class A Common Units in this Agreement.

  • Common Units is defined in the Partnership Agreement.

  • Class C Units shall have the meaning set forth in the preface.

  • Class B Unit means a Partnership Unit which is designated as a Class B Unit of the Partnership.

  • Class B Ordinary Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Class A Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • Preferred Units means all Partnership Interests designated as preferred units by the General Partner from time to time in accordance with Section 4.02 of the Partnership Agreement.

  • Class B Common Shares means shares of the Class B Common Stock, par value $.01 per share, of the Company.

  • Class B Interests As set forth in the Trust Agreement.

  • LTIP Units means LTIP Units, as such term is defined in the Partnership Agreement.

  • Class C Unit means a Partnership Security representing a fractional part of the Partnership Interests of all Limited Partners and Assignees, and having the rights and obligations specified with respect to the Class C Units in this Agreement. The term “Class C Unit” does not refer to a Common Unit until such Class C Unit has converted into a Common Unit pursuant to the terms hereof.

  • Series B Preferred Units shall have the meaning provided in Section 1.

  • Class B Preferred Stock means the Class B Cumulative Convertible Preferred Stock, par value $0.01 per share, of the Previous General Partner.

  • Parent Class B Common Stock means the Class B Common Stock, par value $0.01 per share, of Parent.

  • Class A Unit means a Unit representing a fractional part of the equity interest in the Company having the rights and obligations specified with respect to the Class A Units in this Agreement.