Company's Members holding Funding Units. Further, in accordance with the Operating Agreement the Company has the right to offer, from time to time, Incentive Units to key employees, consultants and service providers in order to obtain or retain the services of such persons, as well as to sell and issue addition

bility, all of Ms. Men's Director Phantom Units will become 100% vested. Upon vesting, 60% of Ms. Allen's Director Phantom Units will be settled in Incentive Units and 40% will be settled in a cash amount equal to the fair market value of such number of Incentive Units on the vesting date. Upon the consummatio

t to adjustment in the event of a change in the company's capital structure. The Incentive Units represent a membership interest in the company. Any Incentive Units will be granted as profits interests that would only share in the value of the company above its valuation at grant. The Incentive Unit Plan provid

y Incentive Plan Awards: Market or Payout Value of Unearned Units or Other Rights That Have Not Vested ($) Reflects the full number of Incentive Units granted to Mr. Edwards. These Incentive Units were granted subject to vesting as described in "— Compensation Discussion and Analysis." In connection

upon vesting one Incentive Unit under the terms and conditions of the Incentive Unit Plan. A maximum of 20,100,503 Phantom Units, less the number of Incentive Units granted under the Incentive Unit Plan, are available for issuance under the Phantom Unit Plan, subject to adjustment in the event of a change in the

d Safeway Units (collectively referred to as the 'Tracking Group') and residual units including Class C Units, Investor Incentive Units and Series-1 Incentive Units (collectively referred to as the "Residual Group'). EPU is calculated separately for the Tracking Group and for the Residual Group using the two-cla

ed to allocations of profits and losses derived from Safeway for each fiscal period in accordance with the liquidation distribution terms. Series-1 Incentive Units The Company granted 3.3 million Series-1 incentive units to a member of management, with 16.8 million Series-1 incentive units reserved for future