Common use of Contribution and Subscription Clause in Contracts

Contribution and Subscription. (a) Subject to the terms and conditions hereof and the provisions of the Partnership Agreement, Subscriber shall contribute, sell, assign and transfer all of its Membership Interests to the Company in consideration for the issuance by the Company to Subscriber of that number of Units equal to (x) Subscriber’s Sale Percentage (as defined below) in the Property Owner multiplied by (y) the Property Owner Valuation (as defined below) divided by (z) the per share closing price of the REIT’s common stock as of the date prior to the date of the “Closing” (defined below). “

Appears in 11 contracts

Samples: Contribution and Subscription Agreement, Contribution and Subscription Agreement (Wheeler Real Estate Investment Trust, Inc.), Contribution and Subscription Agreement (Wheeler Real Estate Investment Trust, Inc.)

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Contribution and Subscription. (a) Subject to the terms and conditions hereof and the provisions of the Partnership Agreement, Subscriber shall contribute, sell, assign and transfer all of its Membership Interests to the Company in consideration for the issuance by the Company to Subscriber of that number of Units equal to (x) Subscriber’s Sale Percentage (as defined below) in the Property Owner multiplied by (y) the Property Owner Valuation (as defined below) divided by (z) the per share closing issuance price of the REIT’s common stock as of the date prior to the date of the “Closing” (defined below)in its contemplated initial public offering. “

Appears in 3 contracts

Samples: Contribution and Subscription Agreement (Wheeler Real Estate Investment Trust, Inc.), Contribution and Subscription Agreement (Wheeler Real Estate Investment Trust, Inc.), Contribution and Subscription Agreement (Wheeler Real Estate Investment Trust, Inc.)

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