Participation Threshold definition

Participation Threshold has the meaning set forth in Section 3.6(c).

Participation Threshold has the meaning set forth in Section 3.3(e)(i). “Partnership Audit Rules” has the meaning set forth in Section 12.3(b). “Partnership Representative” has the meaning set forth in Section 12.3(b). “Permitted Persons” has the meaning set forth in Section 11.2(a).

Participation Threshold means, with respect to each outstanding Class B Common Unit, an amount determined, and adjusted from time to time, in accordance with Section 3.5(b).

Examples of Participation Threshold in a sentence

• If a portion of a distribution would cause a Class C Profits Interest’s Participation Threshold to be reduced to zero, such Class C Profits Interest shall be entitled to distributions on the portion of such distribution after such Participation Threshold is reduced to zero.

• Notwithstanding anything in this Agreement to the contrary, other than Tax Distributions pursuant to Section 5.04(a) hereof, no distributions shall be made with respect to a Class C Profits Interest that has a positive Participation Threshold.

• To the extent the Option Units become vested in accordance with Section 3, each Option Unit is intended to provide the Participant with the opportunity to share in the appreciation of the value of a Share in excess of the Option Unit Participation Threshold set forth above based on the terms set forth in the LLC Agreement.

More Definitions of Participation Threshold

Participation Threshold has the meaning set forth in the LLC Agreement

Participation Threshold means, with respect to certain outstanding Employee Incentive Units, an amount determined, and adjusted from time to time, in accordance with Section 3.6 hereof.

Participation Threshold has the meaning given in clause 17.2; PRS has the meaning given in clause 28.1;

Participation Threshold means, with respect to each Award, an amount determined, and adjusted from time to time, by the Administrator. A Participant will not be entitled to receive any Distributions in respect of an Award that includes a Participation Threshold until the Administrator determines in its sole discretion that an amount of value equal to the Participation Threshold has been distributed after the Award’s date of grant in accordance with the terms of the Participant’s Grant Agreement and otherwise satisfies any requirements under this Plan, the Participant’s Grant Agreement and the LLC Agreement. Unless otherwise determined by the Administrator, the Participation Threshold applicable to Awards granted under this Plan will be applied consistently with the Participation Thresholds applicable to the Class B Units issued under the LLC Agreement, taking into consideration any classes, groups and series thereof. Notwithstanding anything to the contrary in this Plan, for purposes of Profits Interests, the term “Participation Threshold” shall not be administered in a manner inconsistent with the terms of the LLC Agreement and the actions of the Manager pursuant thereto. In the event that the Administrator determines that stated Participation Threshold could cause the Class B Units to fail to qualify as profits interests under Rev. Procs. 93-27 and 2001-43 as of the date of their issuance, then the Administrator shall consider in good faith modification or amendment to the Participation Threshold to cause the Class B Units to so qualify.

Participation Threshold with respect to a Profits Unit, is a per-Unit dollar amount set forth in the Profits Unit Award Agreement relating to such Profits Unit, as adjusted for any changes to the capital structure from time to time. Each Profits Unit’s Participation Threshold shall be adjusted after the date hereof (or if later, the date of issuance of the Profits Unit), as follows:

Participation Threshold with respect to each Issued Interest shall be equal to $ . The Participation Threshold with respect to each Issued Interest is subject to adjustment from time to time as set forth in the LLC Agreement.

Participation Threshold has the meaning set forth in the Holdings LLCA.