Profits Interest Hurdle definition

Profits Interest Hurdle means an amount set forth in each Award Agreement reflecting the Incentive Liquidation Value of the relevant Incentive Units at the time the units are issued.
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Profits Interest Hurdle means an amount set forth in each Award Agreement reflecting the Class B Liquidation Value of the relevant Class B Profits Units at the time the units are issued.
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Profits Interest Hurdle has the meaning set forth in Section 3.1(c). “Public Director” has the meaning set forth in Section 5.3(a).
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Examples of Profits Interest Hurdle in a sentence

  • For the sake of clarity, as a result of clause (i) above, Members who hold Incentive Units will not receive any distributions with respect to Incentive Units until the Profits Interest Hurdle applicable to such Incentive Units has been reached.

  • The Board shall determine (i) the individuals to receive Awards; (ii) the size and terms of the Awards, (iii) the time when the Awards will be made, (iv) the duration of any applicable restriction period, and (v) the Profits Interest Hurdle (as defined in the Operating Agreement) of any Incentive Unit Award.

  • The Committee shall specify the Profits Interest Hurdle applicable to each Incentive Unit in the applicable Award Agreement in accordance with the LLC Agreement.(c)Subject to LLC Agreement.

  • The Profits Interest Hurdle for such Class P Units shall be $0.00.

  • The Committee may designate a series number for each P Series of Class C Common Units having the same Profits Interest Hurdle and P Series Liquidation Value and other common features as determined by the Committee.

  • Each Grant Agreement for an Incentive Award Unit shall contain the applicable Profits Interest Hurdle.

  • The general equity owners of the practice must receive no less than the Profits Interest Hurdle amount in any liquidity event before any portion of the purchase price for the practice is distributed to the Profits Interest holders.

  • The Committee shall establish a Profits Interest Hurdle and P Series Liquidation Value with respect to each P Series of Class C Common Units, which amounts may be adjusted by the Committee from time to time in accordance with the Operating Agreement.

  • Available profits shall include the aggregate amount of profit and unrealized appreciation in all of the assets of the Company between the date of issuance of such P Series of Class C Common Units and the date of such Distribution, it being understood that such unrealized appreciation shall be determined on the basis of the Profits Interest Hurdle applicable to such P Series of Class C Common Unit.

  • In furtherance of the foregoing, and notwithstanding anything to the contrary in this Agreement, the Manager shall reduce the Distributions that would otherwise be made to any Service Provider with respect to his or her Incentive Units issued as Profits Interests to the extent of the remaining Profits Interest Hurdle applicable to such Incentive Units.


More Definitions of Profits Interest Hurdle

Profits Interest Hurdle means an amount specified by the Committee with respect to each Incentive Unit and set forth in the applicable Award Agreement in accordance with the LLC Agreement. The Profits Interest Hurdle applicable to any Incentive Unit issued hereunder shall be no less than the amount determined by the Board of Managers to be necessary to cause such Incentive Unit to constitute a “profits interest” within the meaning of Revenue Procedures 93-27 and 2001-43.
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Profits Interest Hurdle means, as of the date of determination and with respect to the relevant new Incentive Units to be issued, the aggregate amount that would be Distributed to the Members pursuant to Section 7.02, if, immediately prior to the issuance of the relevant new Incentive Units, the Company sold all of its assets for Fair Market Value and immediately liquidated, the Company’s debts and liabilities were satisfied and the proceeds of the liquidation were Distributed to such Members pursuant to Section 13.03(c)(iii).
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Profits Interest Hurdle means an amount specified by the Committee with respect to each Special Equity Unit and set forth in the applicable Grant Agreement. The Profits Interest Hurdle applicable to any Special Equity Unit issued hereunder shall be no less than the amount determined by the Committee to be necessary to cause such Special Equity Unit to constitute a “profits interest” within the meaning of Revenue Procedures 93-27 and 2001-43.
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Profits Interest Hurdle means, for each Incentive Unit issued as a Profits Interest, an amount equal to the amount that would be distributed in respect of such Incentive Unit absent the Profits Interest Hurdle if, immediately after the Profits Interest is issued, the Company sold all of its assets for Fair Market Value and immediately liquidated, the Company’s debts and liabilities were satisfied, and the proceeds of the liquidation were Distributed pursuant to Section 11.03(c); provided, however, the Profits Interest Hurdle shall not be less than zero dollars ($0). The Manager shall have the discretion to set any Profits Interest Hurdle to equal an amount greater than the amount determined in the prior sentence. The Profits Interest Hurdle of an Incentive Unit shall be reduced (but not below zero dollars ($0)) dollar-for-dollar by the amount by which Distributions with respect to such Incentive Unit were previously reduced by reason of the existence of the Profits Interest Hurdle. The Manager shall have the discretion to (i) reduce the Profits Interest Hurdle with respect to any Incentive Unit if, subsequent to the grant of such Incentive Unit, the Fair Market Value of the Company declines, and (ii) otherwise adjust the Profits Interest Hurdle in accordance with the applicable Award Agreement. The Profits Interest Hurdle for an Incentive Unit shall be as set forth in the applicable Award Agreement and shall initially be based on the Company Liquidation Value in effect at the time of issuance of such Incentive Unit.
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Profits Interest Hurdle means an amount specified by the Committee with respect to each Phantom Unit and set forth in the applicable Grant Agreement. The Profits Interest Hurdle applicable to any Phantom Unit issued hereunder shall be no less than the Profits Interest Hurdle established by the Committee for Special Equity Units being granted to U.S. employees under the Special Equity Plan on the same date.
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Profits Interest Hurdle means an amount set forth in each Award Agreement reflecting the Incentive Liquidation Value of the relevant Series C Performance Units at the time the Units are issued.
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Related to Profits Interest Hurdle

  • Net Profits Interest means an interest in a Producing Property which entitles the holder thereof to a share of the gross revenues from oil and gas production from the Producing Property less all operating, production, development, transportation, transmission and marketing expenses, severance, sales, ad valorem and excise taxes (including the windfall profit tax) attributable to such production.

  • 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.

  • Vested LTIP Units has the meaning provided in Section 4.4(d) hereof.

  • LTIP Unit means a Limited Partnership Interest which is designated as an LTIP Unit and which has the rights, preferences and other privileges designated in Section 4.4 hereof and elsewhere in this Agreement in respect of holders of LTIP Units. The allocation of LTIP Units among the Partners shall be set forth on Exhibit A, as may be amended from time to time.

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

  • Unvested LTIP Units has the meaning provided in Section 4.4(d) hereof.

  • Incentive Units means those Partnership Interests described in Section 2 of the Incentive Unit Agreement.

  • Current Class B Interest Distribution Amount As to any Distribution Date, the amount distributed in respect of the Classes of Class B Certificates pursuant to Paragraphs fifth, eighth, eleventh, fourteenth, seventeenth and twentieth of Section 4.01(a) on such Distribution Date.

  • Class C Percentage Interest As of any date of determination, with respect to the Class C Certificates, a percentage interest equal to a fraction, the numerator of which is the Class Principal Balance of the Class C Certificates on such date, and the denominator of which is the Class Principal Balance of the Class C Regular Interest on such date.

  • Class B Floating Allocation means, with respect to any Monthly Period, the percentage equivalent (which percentage shall never exceed 100%) of a fraction, the numerator of which is the Class B Adjusted Investor Interest as of the close of business on the last day of the preceding Monthly Period and the denominator of which is equal to the Adjusted Investor Interest as of the close of business on such day; provided, however, that, with respect to the first Monthly Period, the Class B Floating Allocation shall mean the percentage equivalent of a fraction, the numerator of which is the Class B Initial Investor Interest and the denominator of which is the Initial Investor Interest.

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

  • Adjusted Capital Account Balance means, with respect to each Partner, the balance in such Partner’s Capital Account adjusted (i) by taking into account the adjustments, allocations and distributions described in Treasury Regulations Sections 1.704-1(b)(2)(ii)(d)(4), (5) and (6); and (ii) by adding to such balance such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, determined pursuant to Treasury Regulations Sections 1.704-2(g) and 1.704-2(i)(5), any amounts such Partner is obligated to restore pursuant to any provision of this Agreement or by applicable Law. The foregoing definition of Adjusted Capital Account Balance is intended to comply with the provisions of Treasury Regulations Section 1.704-1(b)(2)(ii)(d) and shall be interpreted consistently therewith.

  • Deemed Partnership Interest Value means, as of any date with respect to any class of Partnership Interests, the Deemed Value of the Partnership Interests of such class multiplied by the applicable Partner's Percentage Interest of such class.

  • LTIP means the Long-Term Incentive Plan of the General Partner, as may be amended, or any equity compensation plan successor thereto.

  • Unit Value means, at any time, the value of each Stock Unit, which value shall be equal to the Fair Market Value (as defined in the Plan) of a Share on such date.

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

  • 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.

  • Class A-PO Deferred Amount For any Distribution Date prior to the Subordination Depletion Date, the difference between (A) the sum of (x) the amount by which the sum of the Class A-PO Optimal Principal Amounts for all prior Distribution Dates exceeded the amounts distributed on the Class A-PO Certificates on such prior Distribution Dates pursuant to Paragraph third clause (2) of Section 4.01(a) and (y) the sum of the product for each Discount Mortgage Loan which became a Liquidated Loan at any time on or prior to the last day of the Applicable Unscheduled Principal Receipt Period for Full Unscheduled Principal Receipts for the current Distribution Date of (a) the PO Fraction for such Discount Mortgage Loan and (b) an amount equal to the principal portion of Realized Losses (other than Bankruptcy Losses due to Debt Service Reductions) incurred with respect to such Discount Mortgage Loan and (B) the sum of (x) the sum of the Class A-PO Recoveries for such Distribution Date and prior Distribution Dates and (y) amounts distributed on the Class A-PO Certificates on prior Distribution Dates pursuant to Paragraph fourth of Section 4.01(a). On and after the Subordination Depletion Date, the Class A-PO Deferred Amount will be zero. No interest will accrue on any Class A-PO Deferred Amount.

  • Class B Interest Distributable Amount means the amount of interest accrued during the related Interest Period (calculated on the basis of a 360 day year consisting of twelve 30 day months) on the Class B Principal Balance as of the immediately preceding Payment Date (after giving effect to payments of principal made on such immediately preceding Payment Date) at the Class B Rate or, in the case of the first Payment Date, on the Class B Initial Principal Balance.

  • 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.

  • Target Capital Account means the Capital Account of a Member as of the end of each fiscal year, increased by any amount that such Member is obligated to restore under this Agreement, is treated as obligated to restore under Treasury Regulations Section 1.704-1(b)(2)(ii)(c), or is deemed obligated to restore under the penultimate sentences of Treasury Regulations Section 1.704-2(g)(1) and (i)(5).

  • Incentive Distribution Right means a non-voting Limited Partner Interest issued to the General Partner, which Partnership Interest will confer upon the holder thereof only the rights and obligations specifically provided in this Agreement with respect to Incentive Distribution Rights (and no other rights otherwise available to or other obligations of a holder of a Partnership Interest). Notwithstanding anything in this Agreement to the contrary, the holder of an Incentive Distribution Right shall not be entitled to vote such Incentive Distribution Right on any Partnership matter except as may otherwise be required by law.

  • Class B Percentage Interest As of any date of determination, with respect to the Class B Certificates, a percentage interest equal to a fraction, the numerator of which is the Class Principal Balance of the Class B Certificates on such date, and the denominator of which is the Class Principal Balance of the Class B Regular Interest on such date.

  • Class LT-R Interest The residual interest in the Lower-Tier REMIC as described in the Preliminary Statement and the related footnote thereto.

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

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