Common use of Class B Common Units Clause in Contracts

Class B Common Units. The Partnership hereby authorizes the issuance of an unlimited number of Class B Common Units for incentive purposes, which it may issue to officers, directors, managers, employees or consultants of the Partnership, its Subsidiaries or Grande Manager, or, for so long as the ABB Advisory Agreement (as defined in the Partners Agreement) is in effect, of ABB, in one or more Series, zero (0) of which are outstanding on the date hereof, as set forth on the Partners Schedule (as in effect on the date hereof). The initial three Series of Class B Common Units are (i) Class B-1 Common Units, zero (0) of which are outstanding on the date hereof, (ii) Class B-2 Common Units, zero (0) of which are outstanding on the date hereof, and (iii) Class B-3 Common Units, zero (0) of which are outstanding on the date hereof, in each case, as set forth on the Partners Schedule (as in effect on the date hereof); provided, during the period of 18 months after the date of this Agreement, the Partnership may not issue (A) any incentive-based Equity Securities other than Class B-1 Common Units, Class B-2 Common Units or Class B-3 Common Units or (B) any Class B-1 Common Units, Class B-2 Common Units, or Class B-3 Common Units if, after giving effect to such issuance the Class B-1 Common Units, Class B-2 Common Units or Class B-3 Common Units of such series would represent greater than 5% of the then-outstanding Common Units, except in each case in compliance with Section 7.24(b) of the Recapitalization Agreement.

Class B Common Units. The Partnership hereby authorizes the issuance of an unlimited number of Class B Common Units for incentive purposes, which it may issue to officers, directors, managers, employees or consultants of the Partnership, its Subsidiaries or Grande Manager, or, for so long as the ABB Advisory Agreement (as defined in the Partners Agreement) is in effect, of ABB, in one or more Series, zero (0) [__________] of which are outstanding on the date hereof, as set forth on the Partners Schedule (as in effect on the date hereof). The initial three Series of Class B Common Units are (i) Class B-1 Common Units, zero (0) [________] of which are outstanding on the date hereof, (ii) Class B-2 Common Units, zero (0) [_________] of which are outstanding on the date hereof, and (iii) Class B-3 Common Units, zero (0) [__________] of which are outstanding on the date hereof, in each case, as set forth on the Partners Schedule (as in effect on the date hereof); provided, during the period of 18 months after the date of this Agreement, the Partnership may not issue (A) any incentive-based Equity Securities other than Class B-1 Common Units, Class B-2 Common Units or Class B-3 Common Units or (B) any Class B-1 Common Units, Class B-2 Common Units, or Class B-3 Common Units if, after giving effect to such issuance the Class B-1 Common Units, Class B-2 Common Units or Class B-3 Common Units of such series would represent greater than 5% of the then-outstanding Common Units, except in each case in compliance with Section 7.24(b) of the Recapitalization Agreement.