Override Units Sample Clauses

The "Override Units" clause establishes the ability to specify a different unit of measurement or quantity than what is otherwise standard or previously agreed upon in a contract. In practice, this clause allows parties to define, for a particular transaction or section, that a product or service will be measured, delivered, or billed using an alternative unit—such as switching from kilograms to pounds or from hours to days. This flexibility ensures that the contract can accommodate specific operational needs or regulatory requirements, ultimately preventing misunderstandings and ensuring that both parties are aligned on the terms of measurement.
Override Units. LBM Acquisition and the Executive agree that (i) notwithstanding Section 8.2(a)(ii) of the LLC Agreement, following the Termination Date, the Executive shall retain 43,615.396 of the 174,461.584 Operating Units held by him immediately prior to the Termination Date (the “Retained Operating Units”), and (ii) as of the Termination Date, all Override Units other than the Retained Operating Units were forfeited pursuant to Section 8.2(a)(iii) of the LLC Agreement.
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Override Units. Employee was a “Management Member” of KAR Holdings II, LLC (“KAR LLC”) and Axle Holdings, LLC (“Axle LLC”) and holds the following override units (collectively, the “Override Units”) in each entity: KAR LLC Operating Units 3,637.50 $ 100 June 15, 2017 KAR LLC Value Units 10,912.50 $ 100 June 15, 2017 Axle LLC Operating Units 16,667 $ 25.62 May 25, 2015 Axle LLC Value Units 33,333 $ 25.62 May 25, 2015 Pursuant to the KAR LLC Agreement, attached hereto as Exhibit B, (i) 2,728.125 of the KAR LLC Operating Units have vested in accordance with the terms of the KAR LLC Agreement (the “Vested KAR LLC Operating Units”); (ii) 909.375 of the KAR LLC Operating Units have not yet vested in accordance with the terms of the KAR LLC Agreement and are set to vest on June 15, 2011 (the “Unvested KAR LLC Operating Units”); and (iii) none of the KAR LLC Value Units have vested pursuant to the terms of the KAR LLC Agreement. Pursuant to the Axle LLC Agreement, attached hereto as Exhibit C, the Axle LLC Operating Units have all vested in accordance with the terms of the Axle LLC Agreement and none of the Axle LLC Value Units have vested pursuant to the terms of the Axle LLC Agreement. Upon the Effective Date of this Agreement, Employee will become an “Inactive Management Member” of KAR LLC and Axle LLC. Pursuant to the KAR LLC Agreement and the Axle LLC Agreement, all of the KAR LLC Value Units, the Unvested KAR LLC Operating Units and the Axle LLC Value Units would be forfeited upon termination of Employee’s employment, unless each entity determines to treat such units in a manner that is more favorable to Employee. In connection with the separation of Employee’s employment, each entity shall allow Employee to retain the KAR LLC Value Units and the Axle LLC Value Units so that such KAR LLC Value Units and the Axle LLC Value Units will not be forfeited by Employee upon his separation of employment but will continue to be subject to potential forfeiture in accordance with Section 14 of this Agreement and shall remain subject to the applicable participation and vesting provisions set forth in the KAR LLC Agreement and the Axle LLC Agreement. In addition, KAR LLC shall accelerate the vesting of the Unvested KAR LLC Operating Units upon such separation of employment such that Employee would retain all of the KAR LLC Operating Units.
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Override Units. Notwithstanding anything to the contrary in the Third Amended and Restated Limited Liability Company Agreement of Coffeyville Acquisition LLC, dated October 16, 2007, as amended by Amendment No. 1 to such Agreement dated October 24, 2007 (the “Acquisition LLC Agreement”), the First Amended and Restated Limited Liability Company Agreement of Coffeyville Acquisition II, LLC, dated October 16, 2007, as amended by Amendment No. 1 to such Agreement dated October 24, 2007 (the “Acquisition II LLC Agreement”) and Amended and Restated Limited Liability Company Agreement of Coffeyville Acquisition III, LLC, dated February 15, 2008 (the “Acquisition III LLC Agreement” and collectively with Acquisition LLC Agreement and Acquisition II LLC Agreement, the “Company Agreements”) or any further amendments to the Company Agreements, the Override Units granted to Member pursuant to the applicable Company Agreement shall not be forfeited upon Member’s termination of employment with CVR Energy, but shall rather become partially vested upon such termination of employment as follows, subject to Section 1.c. hereof:
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Override Units 
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Related to Override Units

  • Bargaining Units The bargaining units shall consist of: (A) All full-time, sworn police officers below the rank of Sergeant who are employed by the City of Columbus, Ohio, Division of Police. (B) All full-time, sworn police officers holding the rank of Sergeant or above who are employed by the City of Columbus, Ohio, Division of Police, but excluding the Chief and Deputy Chiefs.

  • Clearcutting Units All trees that meet Utilization Standards within “Clearcutting Units” are designated for cutting.

  • Special Provisions Relating to the Holders of Incentive Distribution Rights Notwithstanding anything to the contrary set forth in this Agreement, the holders of the Incentive Distribution Rights (a) shall (i) possess the rights and obligations provided in this Agreement with respect to a Limited Partner pursuant to Articles III and VII and (ii) have a Capital Account as a Partner pursuant to Section 5.5 and all other provisions related thereto and (b) shall not (i) be entitled to vote on any matters requiring the approval or vote of the holders of Outstanding Units, (ii) be entitled to any distributions other than as provided in Sections 6.4(a)(v), (vi) and (vii), 6.4(b)(iii), (iv) and (v), and 12.4 or (iii) be allocated items of income, gain, loss or deduction other than as specified in this Article VI.

  • Retention Rights This Agreement and the grant evidenced hereby do not give you the right to be retained by the Company (or any Affiliate) in any capacity. Unless otherwise specified in an employment or other written agreement between the Company (or any Affiliate) and you, the Company (and any Affiliate) reserve the right to terminate your Service at any time and for any reason.

  • Contribution Rights In order to provide for just and equitable contribution under the Act in any case in which: (i) any person entitled to indemnification under this Section 5 makes a claim for indemnification pursuant hereto but it is judicially determined (by the entry of a final judgment or decree by a court of competent jurisdiction and the expiration of time to appeal or the denial of the last right of appeal) that such indemnification may not be enforced in such case notwithstanding the fact that this Section 5 provides for indemnification in such case; or (ii) contribution under the Act, the Exchange Act or otherwise may be required on the part of any such person in circumstances for which indemnification is provided under this Section 5, then, and in each such case, the Company and the Underwriters shall contribute to the aggregate losses, liabilities, claims, damages and expenses of the nature contemplated by said indemnity agreement incurred by the Company and the Underwriters, as incurred, in such proportions that the Underwriters are responsible for that portion represented by the percentage that the underwriting discount appearing on the cover page of the Prospectus bears to the initial offering price appearing thereon and the Company is responsible for the balance; provided, that, no person guilty of a fraudulent misrepresentation (within the meaning of Section 11(f) of the Act) shall be entitled to contribution from any person who was not guilty of such fraudulent misrepresentation. Notwithstanding the provisions of this Section 5.3.1, no Underwriter shall be required to contribute any amount in excess of the amount by which the total price at which the Public Securities underwritten by it and distributed to the public were offered to the public exceeds the amount of any damages that such Underwriter has otherwise been required to pay in respect of such losses, liabilities, claims, damages and expenses. For purposes of this Section, each director, officer and employee of an Underwriter or the Company, as applicable, and each person, if any, who controls an Underwriter or the Company, as applicable, within the meaning of Section 15 of the Act shall have the same rights to contribution as the Underwriters or the Company, as applicable.