BREP JV Interest definition

BREP JV Interest means a 60% membership interest in the Venture, together with all BREP JV Interest-Related Rights and Property.
Sample 1

Examples of BREP JV Interest in a sentence

  • The execution, delivery and performance of this Agreement, the purchase of the BREP JV Interest and the consummation of the transactions provided for herein have been duly authorized by all necessary action on the part of Buyer.

  • Consent of Wachovia Bank, National Association, as Master Servicer on behalf of Bank of America, N.A., as trustee for the registered holders of Wachovia Commercial Mortgage Securities, Inc., Commercial Mortgage Pass-Through Certificates, Series 2003-C5, to the transfer of the BREP JV Interest to Buyer.

  • Seller is not a “foreign person” as defined in Treasury Regulations Section 1.1455-2(b)(2)(i) and will not be subject to withholding under Section 1445 of the Code and the regulations issued thereunder with respect to the sale of the BREP JV Interest.

  • Buyer acknowledges and agrees that, except as expressly set forth herein, Seller makes no representations or warranties whatsoever, whether express or implied or arising by operation of law, with respect to the BREP JV Interest or the Properties.

  • On the Closing Date and pursuant to the terms and subject to the conditions set forth in this Agreement, Seller shall sell, deliver, assign and transfer to Buyer, and Buyer shall purchase from Seller, all of the BREP JV Interest.

  • Consent of Xxxxx Fargo Bank, N.A. as Master Servicer on behalf of Bank of America, N.A. successor by merger to LaSalle Bank, National Association, not individually, but solely as Trustee for the Registered Holders of Bear Xxxxxxx Commercials Mortgage Securities Inc, Commercial Mortgage Pass-Through Certificates, Series 2003- TOP 12, to the transfer of the BREP JV Interest to Buyer.

  • Except for the sale of the BREP JV Interest contemplated hereunder, there are no subscriptions, warrants, options, conversion rights or other agreements of any kind to purchase or otherwise acquire or sell the Membership Interests or pursuant to which Seller is obligated to issue, sell, deliver or create, or cause to be issued, delivered, sold or created, additional equity interests in the Companies.

Related to BREP JV Interest

  • Member Interest means an equity interest of a Member in the Company and includes any and all benefits to which such Member is entitled as provided in this Agreement, together with all obligations of such Member pursuant to the terms and provisions of this Agreement.

  • Economic Interest means a Person’s right to share in the income, gains, losses, deductions, credits, or similar items of the Company, and to receive Distributions from the Company, but excluding any other rights of a Member, including the right to vote or to participate in management, or, except as may be provided in the Act, any right to information concerning the business and affairs of the Company.

  • Partnership Interest means an ownership interest in the Partnership held by either a Limited Partner or the General Partner and includes any and all benefits to which the holder of such a Partnership Interest may be entitled as provided in this Agreement, together with all obligations of such Person to comply with the terms and provisions of this Agreement.

  • Membership Interest means a Member’s entire interest in the Company including such Member’s right to receive allocations and distributions pursuant to this Agreement and the right to participate in the management of the business and affairs of the Company in accordance with this Agreement, including the right to vote on, consent to, or otherwise participate in any decision or action of or by the Members granted pursuant to this Agreement.

  • LLC Interest means a membership interest or similar interest in a limited liability company.

  • Transferred Interest means, at any time of determination, an undivided percentage ownership interest in (i) each and every then outstanding Receivable, (ii) all Related Security with respect to each such Receivable, (iii) all Collections with respect thereto, and (iv) other Proceeds of the foregoing, which undivided ownership interest shall be equal to the Aggregate Percentage Factor at such time, and only at such time (without regard to prior calculations). The Transferred Interest in each Receivable, together with Related Security, Collections and Proceeds with respect thereto, shall at all times be equal to the Transferred Interest in each other Receivable, together with Related Security, Collections and Proceeds with respect thereto. To the extent that the Transferred Interest shall decrease as a result of a recalculation of the Aggregate Percentage Factor, the Administrative Agent on behalf of the applicable Class Investors shall be considered to have reconveyed to the Transferor an undivided percentage ownership interest in each Receivable, together with Related Security, Collections and Proceeds with respect thereto, in an amount equal to such decrease such that in each case the Transferred Interest in each Receivable shall be equal to the Transferred Interest in each other Receivable.

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.

  • Class R-IV Interest The uncertificated Residual Interest in REMIC IV.

  • L/C Interest shall have the meaning ascribed to such term in Section 3.6 hereof.

  • Limited Partnership Interest means the ownership interest of a Limited Partner in the Partnership at any particular time, including the right of such Limited Partner to any and all benefits to which such Limited Partner may be entitled as provided in this Agreement and in the Act, together with the obligations of such Limited Partner to comply with all the provisions of this Agreement and of such Act.

  • Company Interest means the interest of a Member in Profits, Losses and Distributions.

  • Asset Interest is defined in Section 2.1(b).

  • Subsidiary REMIC Interest Any one of the Subsidiary REMIC Interests or the SR-A-R Interest.

  • Intercompany Interest means an Interest in a Debtor held by another Debtor.

  • Deemed Partnership Interest Value means, as of any date with respect to any class of Partnership Interests, the Deemed Value of the Partnership Interests of such class multiplied by the applicable Partner's Percentage Interest of such class.

  • Income interest means the right of an income beneficiary to receive all or part of net income, whether the terms of the trust require it to be distributed or authorize it to be distributed in the trustee's discretion.

  • Class R-I Interest The uncertificated Residual Interest in REMIC I.

  • Class B Interest Each of the Class B-1 and Class B-2 Interests.

  • Derivative Partnership Interests means any options, rights, warrants, appreciation rights, tracking, profit and phantom interests and other derivative securities relating to, convertible into or exchangeable for Partnership Interests.

  • General Partner Interest means a Partnership Interest held by the General Partner, in its capacity as general partner. A General Partner Interest may be expressed as a number of Partnership Units.

  • Class R-II Interest The uncertificated Residual Interest in REMIC II.

  • Class P Interest An uncertificated interest in the Trust Fund held by the Trustee on behalf of the Holders of the Class P Certificates, evidencing a Regular Interest in REMIC III for purposes of the REMIC Provisions.

  • Common Interest means the limited liability company membership interest represented by the Common Units owned by a Common Member in the Company at any particular time, including the right of such Common Member to any and all benefits to which a Common Member may be entitled as provided in the Act, this Agreement, or otherwise, together with the obligations of such Common Member to comply with all terms and provisions of this Agreement and the Act.

  • Economic Interest Owner means the owner of an Economic Interest who is not a Member.

  • Limited Partner Interest means a Partnership Interest of a Limited Partner in the Partnership representing a fractional part of the Partnership Interests of all Limited Partners and includes any and all benefits to which the holder of such a Partnership Interest may be entitled as provided in this Agreement, together with all obligations of such Person to comply with the terms and provisions of this Agreement. A Limited Partner Interest may be expressed as a number of Partnership Common Units, Partnership Preferred Units or other Partnership Units.

  • Trust Interest means an account owner's interest in the trust created by a participating trust