Acquired Interests definition

Acquired Interests has the meaning set forth in the Recitals.

Acquired Interests has the meaning set forth in the recitals to this Agreement.

Acquired Interests shall have the meaning set forth in the recitals, as more fully described in Part I of Appendix C.

Examples of Acquired Interests in a sentence

• The Transferor hereby Transfers to the Transferee all the Acquired Interests.

• Seller has good and valid title to, holds of record, and owns beneficially, the Acquired Interests free and clear of any Liens (other than (a) restrictions on transfer that may be imposed by state or federal securities Laws or that are set forth in the Organizational Documents of the Company, (b) Liens which will be removed at Closing and (c) Liens created by or resulting from the acts of Buyer or any of its Affiliates).

• In accordance with Section 4.4(c) of the Company LLC Agreement, the Parties shall cause the Company to allocate all items of income, gain, loss, deduction and credit allocable to the Acquired Interests between Seller and Buyer as of the Closing Date based on the “interim closing method” under Section 706 of the Code and the Treasury Regulations promulgated thereunder.

• It is acknowledged that, if the Closing occurs, Buyer shall receive the economic benefit of any distributions made by the Company with respect to the Acquired Interests from and after January 1, 2024 (“Post-Effective Date Distributions”), and therefore, any Post-Effective Date Distributions that are received by Seller or any of its Affiliates prior to the Closing shall be deducted from the Closing Payment pursuant to Section 2.1(b).

• Transferee hereby acknowledges and agrees that (a) such Transferee has received and read the Registration Rights Agreement, (b) such Transferee is acquiring the Acquired Interests in accordance with and subject to the terms and conditions of the Registration Rights Agreement and (c) such Transferee will be treated as a Party (with the same rights and obligations as the Transferor) for all purposes of the Registration Rights Agreement.

More Definitions of Acquired Interests

Acquired Interests has the meaning set forth in the recitals.

Acquired Interests has the meaning set forth in Section 8.07.

Acquired Interests means, collectively, the DJS LLC Interests, the PTA LLC Interests, and the DSI LLC Interests.

Acquired Interests means, collectively, the OpCo Acquired Interests and the PropCo Acquired Interests; provided that any reference to Acquired Interests, as the context herein suggests, (i) with respect to OpCo Purchaser shall refer solely to the OpCo Acquired Interests and (ii) with respect to PropCo Purchaser shall refer solely to the PropCo Acquired Interests.

Acquired Interests is defined in Section 2.01(a).

Acquired Interests means the Initial Acquired Interests and the Subsequent Acquired Interests.

Acquired Interests shall exclude the Equity Securities of StratCap.