Profits Interest definition

Profits Interest means an interest in the Company that is intended to be classified as a profits interest within the meaning of Internal Revenue Service Revenue Procedure 93-27 and 2001-43 (or the corresponding requirements of any subsequent guidance promulgated by the Internal Revenue Service or other Law) for U.S. federal income tax purposes, including the Class C Common Incentive Units.
Profits Interest has the meaning given such term in Section 3.4(b).
Profits Interest has the meaning set forth in Section 3.04(c).

Examples of Profits Interest in a sentence

  • The Profits Interest Units shall be treated as a separate “profits interest” within the meaning of Revenue Procedure 93-27, 1993-2 C.B. 343, and shall be subject to Section 3.3 of the LLC Agreement.

  • Each grant of Profits Interest Units will be evidenced by an Award Agreement.

  • This Agreement, together with the LLC Agreement and the Repurchase Agreement, contains the entire agreement and understanding between Holder and the Company concerning the Profits Interest Units.

  • Profits Interest Units are registered pursuant to the Act and any other applicable federal or state securities laws, or appropriate exemptions from the registration requirements of such securities laws are available and the Company has received, if so requested by the Company, an opinion of Holder’s counsel, in form and substance satisfactory to the Company, to such effect.

  • Pursuant to direction from the Minister of Finance, since 2019, CDEV is responsible for receiving payments related to the Net Profits Interest and Incidental Net Profits Interest agreements (collectively, “NPI”) from the owners of the Hibernia offshore oil project, and all its related obligations.


More Definitions of Profits Interest

Profits Interest means an interest in the future profits of the Company satisfying the requirements for a partnership profits interest transferred in connection with the performance of services, as set forth in IRS Revenue Procedures 93-27 and 2001-43, or any future IRS guidance or other authority that supplements or supersedes the foregoing Revenue Procedures; provided that all Members, whether parties hereto as of the date hereof or admitted after the date hereof, consent to the Company taking all actions, including amending this Agreement, to the extent necessary or appropriate to cause any interest designated by the Managing Member as a “profits interest” to be treated as Profits Interests for all United States federal income tax purposes, to be valued based on liquidation value or similar principles and to permit allocations of income to be made to such Members to be respected even if such Interests are subject to risk of forfeiture, including any action required by the Company under Revenue Procedure 2001-43, unless superseded by Notice 2005-43, in which case, such consent shall allow the Company to take any and all actions as may be necessary or desirable pursuant to such notice, final or temporary regulations that may be promulgated to bring into effect the Proposed Treasury Regulations (Prop. Treas. Reg. §§ 1.83-3, 1.704-1, 1.706-3, 1.707-1, 1.721-1, 1.761-1) set forth in the notice of proposed rulemaking (REG–105346–03), and any similar or related authority.
Profits Interest has the meaning set forth in Section 5.8.
Profits Interest means an interest in the future profits of the Company satisfying the requirements for a partnership profits interest transferred in connection with the performance of services, as set forth in IRS Revenue Procedures 93-27 and 2001-43, or any future IRS guidance or other authority that supplements or supersedes the foregoing Revenue Procedures.
Profits Interest. Each Member's (or Transferee's) percentage interest (carried to the nearest one-thousandth of a percent, if other than an even percentage), in the Profits of the Company, determined under Section 5.2.
Profits Interest means that portion of the company's profits to be allocated to an
Profits Interest means an interest in the profits of the Company satisfying the requirements for a partnership interest transferred in connection with the performance of services, as set forth in IRS Revenue Procedure 93-27, 1993-2 C.B. 343 (June 6, 1993) and IRS Revenue Procedure 2001-43, 2001-2 C.B. 191 (Aug. 3, 2001), unless superseded by IRS Notice 2005-43, 2005-24 I.R.B. 1221 (May 20, 2005), in which case, as set forth in Proposed Treasury Regulations Section 1.83-3(l), Notice 2005-43 and any similar or related authority.
Profits Interest means an interest in the future profits of the Company satisfying the requirements for a partnership profits interest transferred in connection with the performance of services, as set forth in IRS Revenue Procedures 93-27 and 2001-43, or any future IRS guidance or other authority that supplements or supersedes the foregoing IRS Revenue Procedures.