PPLB definition
Examples of PPLB in a sentence
In connection with a Sale Transaction described in clause (iii) of the definition thereof, the “Aggregate Sales Proceeds” shall be an amount equal to the sum of (A) the total amount of cash and other property actually received by holders of equity interests of the LLC in consideration for their equity interests in the LLC and (B) the amount of PPLB Indebtedness that remains outstanding and payable by the LLC or is otherwise assumed by the buyer in such transaction.
It is understood and agreed that for purposes of calculating Aggregate Sales Proceeds hereunder, in the event of a Sale Transaction described in clause (i) of the definition thereof, no PPLB Indebtedness shall be considered in such calculation.
In connection with a Sale Transaction described in clause (ii) of the definition thereof, the “Aggregate Sales Proceeds” shall be an amount equal to the sum of (A) the total amount of cash and other property actually received by the LLC in consideration of the assets sold in such Sale Transaction and (B) the amount of PPLB Indebtedness assumed by the buyer in such transaction.
For clarity, and without limiting the foregoing, it is the intent of the parties that the amount of the Liquidating Payment in a Sale Transaction described in clause (i) of the definition thereof be made to the Class B Members shall be determined as if the PPLB Indebtedness does not exist at the time of such sale to reduce the Aggregate Sales Proceeds thereof.
If Buyer elects to be paid in cash for any non-cash portion of the Net Recovery, such payment shall be made from Seller’s portion of any cash included in the Net Recovery and, if Seller’s portion of such cash is insufficient, PPLB and VEI, jointly and severally, shall pay Buyer the amount of any deficiency.
Other than the Management Agreement, which is terminated as of the Closing (i) there have been and are no Contracts between any PPLB Person, on the one hand, and any JL Entity, on the other hand; and (ii) no PPLB Person (or any officer, director or employee of any JL Entity or any of their Related Persons) owns or has owned, of record or as a beneficial owner, an equity interest in any Person that has had business dealings or a financial interest in any transaction with any JL Entity.
BR (a wholly and directly owned subsidiary of PPLB) and Buyer are parties to that certain limited liability company agreement of J.
No management fees have ever been paid or accrued by any JL Entity to any PPLB Person other than $150,000 with respect to FY 2010.
During the Transition Term, Buyer shall pay to PPLB the amounts set forth on Exhibit B attached hereto.
Payment shall be made within 2 weeks of invoice, and PPLB shall not invoice Buyer more frequently than twice per month for services rendered.