Class C Partner definition
Examples of Class C Partner in a sentence
Each Class C Partner shall be deemed to have made a Capital Contribution to the Partnership in an amount equal to the amount of cash so contributed to the Partnership.
The General Partner shall, for each Fiscal Year and each fiscal quarter, provide to each Partner within sixty (60) days after the end of each Fiscal Year or fiscal quarter, as applicable, a written report setting out the amount of distributions payable to the Class B Limited Partner and the Class C Partner, during such Fiscal Year or fiscal quarter, as applicable, and the basis for calculation of such distributions for the relevant period, including any offsets.
At the closing of a sale pursuant to this Paragraph 3(a), the Class B Consideration will be paid prior to any amount being paid to the Class C Limited Partner; provided, however, the Class B Representative may elect by written Notice to the Partnership, to retain Class B Units even though the Class C Partner is being redeemed.
The Class C Partner shall (a) have those voting rights required from time to time by applicable law, if any, and (b) have the same voting rights as a holder of Class A Units, with the Class C Interest voting as a single class with the Class A Units and having a vote as if the Class C Partner held three percent (3%) of the combined Class A Units and Class C Interest.
Such option may be exercised, by delivery to the Class C Partner of a written notice of exercise, at any time during the 60-day period commencing 180 days after the expiration of the Exercise Period (as defined in the SP Parking Option Agreement), but only if SP Parking Associates fails to exercise its option under the SP Parking Option Agreement to acquire the Class A Interest.
The closing of the purchase of the Class C Interest pursuant to the option granted by this Section 8.6 shall occur at such time, date, and place as SPC and the Class C Partner shall agree, but in any event not later than 45 days after the delivery of notice of exercise by SPC.
The Class C Partner shall be entitled to certain distributions as provided in Section 5.01.B and certain preferential allocations of items of income and gain under Section 6.01.A and Section 6.01.C. The Class C Interest will be subject to the transfer restrictions set forth in Article XI.
For this purpose, the Class C Partner’s “Target Economic Capital Account Balance” is the Capital Account balance that would result in the Class C Partner having a Capital Account balance equal to three percent (3%) of the aggregate Economic Capital Account Balances of the Class A Unitholders plus the Target Economic Capital Account Balance of the Class C Partner.
At the closing, SPC shall pay the purchase price in immediately available funds, and the Class C Partner shall deliver to SPC an instrument or instruments in form and sub- stance reasonably satisfactory to SPC, assigning the Class C Interest to SPC, free and clear of all liens and encumbrances.
In the event that any Partner other than the Class B Partner and the Class C Partner is admitted to the Partnership and is given a Capital Account in exchange for services rendered to the Partnership, such transaction shall be treated by the Partnership and the affected Partner as if the Partnership had compensated such Partner in cash, and the Partner had contributed such cash to the capital of the Partnership.