Class M Units Sample Clauses

Class M Units. Class M Units are reserved for the Manager, its Affiliates, business partners, services providers, and other Persons in the sole discretion of the Manager. Members holding Class M Units shall have the rights and responsibilities as outlined in this Agreement. Investor Class Membership Interests shall collectively comprise seventy percent (70%) and Class M Membership Interests shall collectively comprise thirty percent (30%) of the total Membership Interests in the Company, with Membership Interest percentages for individual Members of each class shall be calculated as set forth in Section 2.1(ee). The Manager may amend this Agreement at any time to provide for the issuance and creation of additional classes of Units without the vote or consent of the Members provided, however, that such amendment will not subject any Member to any material, adverse economic consequences. Issued Units shall be recorded and kept in Company records, and the Manager shall update Company records periodically to reflect the admission or withdrawal of Members.
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Class M Units. Class M Units are reserved for the Manager, its Affiliates, business partners, services providers, and other Persons in the sole discretion of the Manager. Members holding Class M Units shall have the rights and responsibilities as outlined in this Agreement. The Manager may amend this Agreement at any time to provide for the issuance and creation of additional classes of Units without the vote or consent of the Members. Issued Units shall represented in book form and maintained either by the Manager or a transfer agent appointed by the Manager as it determines appropriate in its sole discretion.
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Class M Units. It is the intention of the Company and the Members that distributions in respect of Class M Units be limited to the extent necessary so that each Class M Unit constitutes a “profits interest”, and accordingly, no holder of a Class M Unit shall be entitled to receive distributions in respect of any Class M Unit (other than Tax Distributions) unless and until, the aggregate distributions made to all Members pursuant to this Agreement following the issuance of such Class M Units equals or exceeds the sum of the Participation Threshold with respect to such Class M Units and the amount of all Capital Contributions (if any) made on or after the date of such issuance (to the extent such Distribution Threshold has not been adjusted by the Board to reflect such Capital Contributions).
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Class M Units 
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Related to Class M Units

  • Class B Units Class B Unitholders shall not be entitled to vote in any matters relating to the Company, unless otherwise reserved to the Members by the Act. In addition to the other rights and obligations of Class B Unitholders hereunder, Class B Units shall entitle the holder of such Class B Units to (i) Tax Distributions pursuant to Section 4.01(b), and (ii) a preferred return equal to the Class B Preferred Return Amount. The Class B Preferred Return Amount shall not be required to be paid annually but shall accrue and become payable at the earlier of (x) the fifth (5th) anniversary of the Effective Time, or (y) a liquidation of, or a taxable sale of substantially all of the assets of, the Company. Upon the occurrence of an event referenced in clause (y) above, each Class B Unitholder shall also be paid such Class B Unitholder’s Class B Preferred Return Base Amount, in addition to all of the outstanding, accrued and unpaid Class B Preferred Return Amount. On the seventh (7th) anniversary of the Effective Time, each Class B Unitholder may, at its option and in accordance with the notice and other procedural provisions set forth in Section 11.01(a) (the “7 Year Put Option”), sell all (but not less than all) of its Class B Units to the Company for an amount equal to such Class B Unitholder’s Class B Preferred Return Base Amount plus any outstanding and accrued Class B Preferred Return Amount of such Class B Unitholder (the “Class B Option Consideration”) and, upon the exercise of the 7 Year Put Option by any Class B Unitholder, the Company shall purchase all of such holder’s Class B Units for the Class B Option Consideration. Notwithstanding anything herein to the contrary, no Class B Preferred Return Amount shall be due and payable with respect to such Class B Units pursuant this Section 3.02(b) at such time or times specified in this Section 3.02(b) unless such Class B Units remain issued and outstanding at such time or times and no Redemption or Direct Exchange of such Class B Units described in Article XI hereof has occurred.