Class A Preferred LP Unit Obligations definition

Class A Preferred LP Unit Obligations means all financial liabilities and obligations of the Partnership to Holders in respect of the Guaranteed Class A Preferred LP Units including or in respect of (i) any declared and unpaid distributions on the Guaranteed Class A Preferred LP Units, (ii) the applicable redemption price and all declared and unpaid distributions up to, but excluding, the date fixed for redemption with respect to the Guaranteed Class A Preferred LP Units called for redemption, and (iii) the Liquidation Amount payable on the Guaranteed Class A Preferred LP Units upon a voluntary or involuntary dissolution, liquidation or winding up of the Partnership, without regard to the amount of assets of the Partnership available for distribution;

Examples of Class A Preferred LP Unit Obligations in a sentence

  • If at any time the Partnership is precluded from making payment when due in respect of any Class A Preferred LP Unit Obligations by reason of the provisions of its organizational documents or otherwise, such amounts shall nonetheless be deemed to be due and payable by the Partnership to the Holders for all purposes of this Guarantee and the Class A Preferred LP Unit Obligations shall be immediately due and payable to the Holders.

  • The Guarantor shall have no right of subrogation in respect of any payment made to the Holders hereunder until such time as the Class A Preferred LP Unit Obligations have been fully satisfied.

  • This Guarantee shall apply to and secure any ultimate balance due or remaining due to the Holders in respect of the Class A Preferred LP Unit Obligations and shall be binding as an absolute and continuing obligation of the Guarantor.

  • The Guarantor guarantees that the Class A Preferred LP Unit Obligations will be paid strictly in accordance with the terms of the Guaranteed Class A Preferred LP Units and this Guarantee within the time required by Section 2.1, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any such terms or the rights of the Holders with respect thereto.

  • The Class A Preferred LP Unit Obligations shall not, however, be released, discharged, limited or affected by the failure or omission of the Holders to prove the whole or part of any claim against the Partnership.

  • The Guarantor assumes full responsibility for keeping fully informed of the financial condition of the Partnership and all other circumstances affecting the Partnership’s ability to pay the Class A Preferred LP Unit Obligations.

  • If any amount is paid to the Guarantor on account of any subrogation arising hereunder at any time when the Class A Preferred LP Unit Obligations have not been fully satisfied, such amount shall be held in trust by the Guarantor for the benefit of the Holders and shall forthwith be paid to the Holders to be credited and applied against the applicable Class A Preferred LP Unit Obligations.

  • The Guarantor acknowledges that its obligations hereunder are independent of the obligations of the Partnership with respect to the Guaranteed Class A Preferred LP Units and that the Guarantor shall be liable to make payment of the Class A Preferred LP Unit Obligations pursuant to the terms of this Guarantee notwithstanding the occurrence of any event referred to in subsections (a) through (l), inclusive, of Section 2.3 and regardless of whether the Holders make a demand upon the Guarantor.

  • If any amount is paid to the Guarantor on account of any subrogation arising hereunder at any time when the Class A Preferred LP Unit Obligations are due and owing and have not been fully satisfied, such amount shall be held in trust by the Guarantor for the benefit of the Holders entitled thereto and shall forthwith be paid to such Holders to be credited and applied against their Class A Preferred LP Unit Obligations.

  • The Guarantor will pay the Class A Preferred LP Unit Obligations in accordance with this Guarantee without regard to any equities between it and the Partnership or any defence or right of set-off, compensation, abatement, combination of accounts or cross-claim that it or the Partnership may have.

Related to Class A Preferred LP Unit Obligations

  • Class A Preferred Stock means the Class A preferred stock, nominal value $0.0001 per share, of the Company.

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Class A LP Units means the Class A limited partnership units of the Partnership.

  • Class A Common Unit means a Common Unit having the rights and obligations specified with respect to Class A Common Units in this Agreement.

  • Series B Liquidation Preference means a liquidation preference for each Series B Preference Unit initially equal to $25.00 per unit, which liquidation preference shall be subject to (a) increase by the per Series B Preference Unit amount of any accumulated and unpaid distributions (whether or not such distributions shall have been declared) and (b) decrease upon a distribution in connection with a Liquidation Event described in Section 17.4 which does not result in payment in full of the liquidation preference of such Series B Preference Unit.