Interim Capital Transaction has the meaning assigned to such term in Section 5.8(i).
Interim Capital Transaction means (a) a transaction pursuant to which the Company borrows funds, including, without limitation, a refinancing of any Company debt, (b) a sale, condemnation or other disposition of all or a portion of the Company assets or (c) the receipt of insurance proceeds or other damage recoveries by the Company, in any such case which does not result in and is not entered into in connection with the dissolution and termination of the Company.
Interim Capital Transaction means any Capital Transaction that is not a Terminating Capital Transaction.
Examples of Interim Capital Transaction in a sentence
After the Company has determined the amount, if any, of Shares that are to be redeemed the Company shall direct M&N Group Holdings, LLC to cause there to be a Interim Capital Transaction (as such term is defined in the M&N Group Holdings, LLC operating agreement) in an amount sufficient to redeem a number of units of M&N Group Holdings, LLC that will allow the Company to redeem the Vested Shares that have been requested to be redeemed and that are within the General Limit.
An Interim Capital Transaction or a Terminating Capital Transaction.
Net Proceeds of a Capital Transaction which is an Interim Capital Transaction shall be distributed promptly to the Member.
Amounts exclude the $170 million impact of the Interim Capital Transaction.
Notwithstanding anything herein to the contrary, in connection with any Requesting Member’s valid notice to effectuate an Interim Capital Transaction, the Managing Member shall cause the Company to take any action as may be required to effectuate such Interim Capital Transaction on behalf of such Requesting Member, including, without limitation, in accordance with the terms set forth in the Exchange Agreement.
More Definitions of Interim Capital Transaction
Interim Capital Transaction means a capital event with respect to the Property (such as the sale or condemnation of all or a portion of any such property, a refinancing of all or a portion of any such property or the receipt of casualty or litigation proceeds or prepaid ground lease payments) that does not result in the dissolution of the Partnership. IRR means, at any time of determination, the discount rate at which the present value of the total amount of the Capital Contributions of each Partner as of such date is equal to the present value of all distributions made to such Partner pursuant to Section 4.1. (including distributions under Section 4.1 by virtue of Section 12.3(d) of this Agreement).
Interim Capital Transaction means (a) an exchange by the Company of the Class A Units or the Class B Units of Xxxxxxx & Xxxxxx Group for cash or shares of Xxxxxxx & Xxxxxx pursuant to the Exchange Agreement or (b) a sale by the Company of shares of Xxxxxxx & Xxxxxx received by it pursuant to the Exchange Agreement.
Interim Capital Transaction means any financing, refinancing or sale of a portion of the assets of the Partnership and any similar items which, in accordance with generally accepted accounting practices, are attributable to capital but which do not result in the dissolution of the Partnership. LIMITED PARTNERS shall mean the Class A Limited Partner or Partners and the Class B Limited Partners, all of which persons and entities are listed as Limited Partners in Exhibit A attached hereto. MAJORITY shall mean Partners owning more than fifty percent (50%) of the Percentage Interests in the Partnership.
Interim Capital Transaction means (a) an exchange by the Company of the Class A Units or the Class B Units of Manning & Napier Group for cash or shares of Manning & Napier pursuant to the Exchange Agreement or (b) a sale by the Company of shares of Manning & Napier received by it pursuant to the Exchange Agreement.
Interim Capital Transaction. A sale, financing, refinancing or other transaction which, according to generally accepted accounting practices, is attributable to capital but which does not result in the dissolution and winding up of the Partnership.
Interim Capital Transaction means an insurance award (other than for substantially complete destruction of all of the Phenol Facility), partial condemnation, or sales of easements, rights-of-way or similar interests in the Phenol Facility, or sales of portions of the Phenol Facility or interests therein, and any similar items, including a financing or refinancing, which, in accordance with generally accepted accounting practices, are attributable to capital but which do not result in the dissolution of the Partnership.
Interim Capital Transaction shall refer to (i) a transaction pursuant to which the Partnership borrows funds, (ii) a sale, condemnation, exchange, abandonment, casualty not followed by reconstruction, or other disposition, whether by foreclosure or otherwise, of a portion (but less than substantially all) of the Partnership Assets, or (iii) an insurance recovery or any other transaction which, in accordance with generally accepted accounting principles, is considered capital in nature, but which is not a Terminating Capital Transaction. Notwithstanding the foregoing, no transaction shall be considered to be an Interim Capital Transaction for purposes of this Agreement if the "net proceeds" thereof ("net proceeds" shall mean the proceeds received by the Partnership after the payment of all costs and expenses of any kind or nature incurred by the Partnership in connection with such transaction) are not material in amount and, in such instance, any income, gain or loss, and any proceeds attributable to such transaction shall be included in computing Net Income or Net Loss, as the case may be, and Cash Flow. A "Terminating Capital Transaction" shall refer to any sale, condemnation, exchange, abandonment, or other disposition, whether by foreclosure or otherwise, of all or substantially all of the then remaining Partnership Assets and/or any other transaction which will result in a dissolution and liquidation of the Partnership. Any sale or other disposition of any Partnership Assets in connection with the dissolution and liquidation of the Partnership pursuant to Article XV shall be considered a "Terminating Capital Transaction" for purposes of this Article VI.