Examples of Class L Units in a sentence
The Portfolio is authorized to issue Class A Units, Class C Units and Class L Units, and in the future may issue other classes of units, subject to such terms, conditions, rights, preferences, privileges, and limitations, as the Board of Directors deems appropriate, as provided in Section 108 hereinbelow.
For the avoidance of doubt, the Class B Units and Class L Units shall be deemed non-voting in connection with any provision hereof that requires the calculation of voting power.
The Board shall have the right to issue, or cause the Company to issue, Class B Units or Class L Units pursuant to the Equity Incentive Plan and Common Profits Units, in each case, as a grant of “profits interests” for U.S. federal income tax purposes.
The Common Units (which, for the avoidance of doubt, shall include the Common Profits Units) shall be entitled to one vote per Unit on all matters for which the holders of Units are entitled to vote under the terms of this Agreement and the Act, and the Class B Units and Class L Units shall be non-voting (except as explicitly set forth in this Agreement (e.g., pertaining to votes requiring a Majority-in-Interest)).
Upon the issuance of any Class B Units, Class L Units or Common Profits Units as profits interests, the Board shall specify the Distribution Threshold, if any, applicable to such Class B Units, Class L Units or Common Profits Units.
The Company may issue Class B Units, options to acquire Class B Units, Class L Units, options to acquire Class L Units and other similar equity incentives pursuant to the Equity Incentive Plan and subject to the restrictions set forth in this Agreement.
Each holder of Class B Units and Class L Units hereby waives his, her or its right to vote on any matter with respect to such Class B Units or Class L Units (except as explicitly set forth in this Agreement (e.g., pertaining to votes requiring a Majority-in-Interest)).
Fourth, to the holders of Class L Units, Class M Units, Class A Units, and Class B Units, all remaining amounts, pro rata among them based on the holders’ pro rata ownership of the number of Class L Units, Class M Units, Class A Units, and Class B Units outstanding as of the Closing (i.e., in accordance with the percentages set forth under the column labeled Fourth Distribution Participation Percentage on the Capitalization Schedule).
Any Class B Units, Class L Units or Common Profits Units issued as profits interests shall be referred to herein as “Profits Interests.” The Company shall have no liability if an interest in the Company intended to be treated as a Profits Interest fails to qualify as a “profits interest” for U.S. federal income tax purposes.
Except as set forth in this Section 5.15(b)(iv) and Section 13.3(c) and except to the extent the Delaware Act gives the Class L Units a vote as a class on any matter, the Class L Units shall not have any voting rights.