Acquisition Units definition

Acquisition Units means LP Units issued as consideration for all or a portion of an Acquisition. Acquisition Units are Common LP Units provided however that certain Acquisition Units may be issued to the Acquisition Unit Unitholder “Unvested” until the Acquired Property achieves certain performance milestones within the Partnership Group, which shall be set forth in the Acquisition transaction documents. “Unvested” Acquisition Units do not participate in Common Unit distributions, but may accrue Common Unit Arrearages only if set forth in the Acquisition transaction documents, while the Acquisition asset’s performance milestones are achieved and the Unvested Acquisition Units “vests” and converts to Common LP Units. The Acquisition transaction documents shall set forth a time deadline for the Acquisition Units to vest, Revaluation Event, after which the Acquisition Units shall vest based upon its Adjusted Value and any unvested Acquisition Units shall be cancelled or voided.
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Examples of Acquisition Units in a sentence

  • Buyer, a wholly owned subsidiary of Digital Ally, Inc., a Nevada Corporation (“Digital Ally”), desires to purchase from Sellers, and Sellers desire to sell to Buyer, on the terms and subject to the conditions of this Agreement, all of the Acquisition Units, being all of the issued and outstanding membership interests of the Company.

  • At the Closing, Sellers agree to sell to Buyer, and Buyer agrees to purchase from Sellers, all of the right, title and interest of Sellers in and to the Acquisition Units, which shall be free and clear of all liens and encumbrances as of the Closing, on the terms and subject to the conditions set forth in this Agreement.

  • The New Acquisition Units being issued upon contribution of Wight Construction to the Acquirer as provided by this Agreement, will be duly authorized, validly issued, fully paid (to the extent required by the Acquirer's Organizational Documents) and nonassessable (except as such nonassessability may be affected by the Delaware Revised Uniform Limited Partnership Act) and free of any preemptive or similar rights (other than those set forth in the Acquirer's limited partnership agreement).

  • All of the Acquisition Units outstanding on the Effective Date will have been duly authorized and will be, validly issued, fully paid and nonassessable and free of preemptive rights.

  • The Acquirer and the Contributor will use its commercially reasonable efforts to obtain approval for listing, subject to notice of issuance, of the New Acquisition Units and the Contributed Stock, respectively, on a senior exchange such as NASDAQ or New York Stock Exchange.

  • It is envisaged that details of the modifications (including each generation component’s maximum output) will be known and passed to the contractor to enable fabrication of the right number of correctly rated Shunt Acquisition Units.

  • In the Contribution, Preferred B Units shall be exchanged for Acquisition Units, which are Common LP Units whose minimum quarterly distributions from Armada LP will accrue and not be paid for Three (3) years, with all cumulative arrearages paid at the end of the fourth quarter of 2019.

  • No representations and warranties are made in this B▇▇▇ of Sale, and the same are expressly disclaimed, it being understood and agreed that all of the rights and obligations of the parties with respect to the Acquisition Units are governed by the Unit Purchase Agreement.

  • At the Closing, in consideration for the YERR Contribution, the General Partner shall issue to the Contributor, 100,000,000 Preferred B Membership Units in Wight Construction that will be exchanged for the New Acquisition Units when the General Partner contributes Wight Construction to the Acquirer, which will be after the Conversion.

  • Other than the Acquisition Units, there are no securities or other rights convertible into or exchangeable or exercisable for shares of Units of the Company, outstanding, and there are no outstanding subscriptions, options, warrants, rights, contracts, agreements, commitments, understandings or arrangements of any kind by which the Company is bound to issue, sell, repurchase, redeem or otherwise acquire or retire any additional Units or other securities of the Company.

Related to Acquisition Units

  • Acquisition Shares means each class of shares of beneficial interest of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Make-Whole Acquisition Stock Price means the price paid per share of Common Stock in the event of a Make-Whole Acquisition. If the holders of shares of Common Stock receive only cash in the Make-Whole Acquisition, the Make-Whole Acquisition Stock Price shall be the cash amount paid per share of Common Stock. Otherwise, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on the 10 Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.