Series Z-1 Partner definition

Series Z-1 Partner means an individual who was or is duly issued Series Z-1 Incentive Units and continues to hold such units, and his or her transferee, provided that such transferee qualifies as a Series Z-1 Partner pursuant to the provisions of Section 9.2(a). A Series Z-1 Partner shall also be deemed to be an Additional Limited Partner.

Examples of Series Z-1 Partner in a sentence

  • The admission of a Series Z-1 Partner shall not require the consent or approval of any other Limited Partner.

  • The admission of a Series Z-1 Partner shall become effective as of the date such Series Z-1 Partner executes a counterpart signature page to this Amendment (and such other written agreements as the General Partner may require), which shall also be the date on which the name of a Series Z-1 Partner is recorded on the books and records of the Partnership.

  • If the Partnership does not elect to allow a Series Z-1 Partner to have such a positive Series Z-1 Clawback Amount, then upon the issuance of any Series Z-1 Incentive Units to such Series Z-1 Partner, the Capital Commitment calculated on a unit-by-unit basis for such Series Z Incentive Units shall be immediately due and payable to the Partnership.

  • In addition, the Partners hereby acknowledge and agree that neither the Series Z Incentive Units nor the Series Z-1 Incentive Units shall be Transferred, other than (a) by operation of law to the estate of a Series Z Partner or Series Z-1 Partner, as applicable, or (b) to the Partnership or the General Partner.

  • From time to time, when a Series Z-1 Partner is admitted to the Partnership in accordance with this Amendment and the Partnership Agreement, Exhibit A (Partnership Units) and Exhibit M (Addresses of Partners) shall be amended by the General Partner as necessary, as determined by the General Partner in its sole discretion.

  • At the Partnership's election, taking into account the provisions of Section 402 of the Xxxxxxxx-Xxxxx Act of 2002, the Partnership may allow a Series Z-1 Partner to have a positive Series Z-1 Clawback Amount.

Related to Series Z-1 Partner

  • Redeeming Partner has the meaning set forth in Section 8.6.A.

  • Class B Limited Partner means any Person executing (by power of attorney or otherwise) this Agreement as of the date hereof as a Class B Limited Partner or hereafter admitted to the Partnership as a Class B Limited Partner as herein provided, but shall not include any Person who has ceased to be a Class B Limited Partner in the Partnership.

  • Preferred Member means a Member holding Preferred Units.

  • Class A Limited Partner means EPCO Holdings, Inc., a Delaware corporation, and its successors and assigns.

  • Investor Limited Partner means any Limited Partner so designated at the time of its admission as a partner of the Partnership.

  • General Partner Interest means the ownership interest of the General Partner in the Partnership (in its capacity as a general partner without reference to any Limited Partner Interest held by it) which may be evidenced by Partnership Securities or a combination thereof or interest therein, and includes any and all benefits to which the General Partner is entitled as provided in this Agreement, together with all obligations of the General Partner to comply with the terms and provisions of this Agreement.

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

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • Lead Partner means the lead partner of a joint venture, as described in Sub-Clause

  • Limited Partner Interest means a Partnership Interest of a Limited Partner in the Partnership representing a fractional part of the Partnership Interests of all Limited Partners and includes any and all benefits to which the holder of such a Partnership Interest may be entitled as provided in this Agreement, together with all obligations of such Person to comply with the terms and provisions of this Agreement. A Limited Partner Interest may be expressed as a number of Partnership Common Units, Partnership Preferred Units or other Partnership Units.

  • Partnership Unit Designation shall have the meaning set forth in Section 4.2.A hereof.

  • General Partner Unit means a fractional part of the General Partner Interest having the rights and obligations specified with respect to the General Partner Interest. A General Partner Unit is not a Unit.

  • Initial Limited Partner has the meaning set forth in the Preamble.

  • Class A Member means a Member holding one or more Class A Ordinary Shares.

  • Limited Partner means, prior to the admission of the first Additional Limited Partner to the Partnership, the Initial Limited Partner, and thereafter any Person named as a Limited Partner in Exhibit A, as such Exhibit may be amended from time to time, upon the execution and delivery by such Person of an additional limited partner signature page, or any Substituted Limited Partner or Additional Limited Partner, in such Person’s capacity as a Limited Partner of the Partnership.

  • Substituted Limited Partner means a Person who is admitted as a Limited Partner to the Partnership pursuant to Section 11.4.

  • Partnership Units or “Units” has the meaning provided in the Partnership Agreement.

  • Exchanging Partner has the meaning provided in Section 8.05(a) hereof.

  • Founding Member means any individual who is either:

  • Special Limited Partner Interest means the interest of the Special Limited Partner in the Partnership representing its right as the holder of an interest in distributions described in Sections 5.1(b)(iii)(A), (c), (d) and (e) (and any corresponding allocations of income, gain, loss and deduction under this Agreement).

  • General Partner Units has the meaning assigned to such term in the Partnership Agreement.

  • Preferred Unit means a fractional, undivided share of the Partnership Interests that has distribution rights, or rights upon liquidation, winding up and dissolution, that are superior or prior to the Common Units that the General Partner has authorized pursuant to Section 4.2 hereof.

  • Managing Partner means KKR Management LLC, a Delaware limited liability company.

  • Series A Units means Series A currency hedged mutual fund units or Series A non-currency hedged mutual fund units of a fund, as applicable.

  • Partnership Unit means, with respect to any class of Partnership Interest, a fractional, undivided share of such class of Partnership Interest issued pursuant to Sections 4.1 and 4.3 (including Performance Units). The ownership of Partnership Units may be evidenced by a certificate for units substantially in the form of Exhibit D-1 or D-2 hereto or as the General Partner may determine with respect to any class of Partnership Units issued from time to time under Sections 4.1 and 4.3.

  • 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.