Excluded Interests definition

Excluded Interests means those Simple Agreements for Future Equity, each dated May 17, 2022 and in the form previously provided to the Company, between Surf Holdings and each of Broader Media Holdings, LLC, Partners for Growth V, L.P. and Parklane Investments, LLC and such other financings for cash effected by any of the Surf Entities or any of their respective Subsidiaries after the date hereof, but prior to or concurrent with the Closing.

Excluded Interests shall have the meaning provided in Section 3.1.

Excluded Interests. Those Interests owned or operated by Producer set forth on Exhibit I.

Examples of Excluded Interests in a sentence

• The Operating Partnership shall, in exchange for the Partnership Interest and after taking into account the transfer of the Excluded Interests to the Contributor, increase or decrease the number of OP Units issued to the Contributor in accordance with EXHIBIT D hereto.

• Such Contributor has no interest, either direct or indirect, in any of the Assets except for (a) the Interests owned by it which are the subject of this Contribution Agreement, (b) the Excluded Interests, where applicable, and (c) direct or indirect interests in partnerships or other entities which are themselves Contributors hereunder.

• The Surf Entities agree to consult in good faith with the Chairman of the Company with respect to the use of proceeds raised through the issuance of Excluded Interests and not to use such proceeds to repay any Indebtedness.

• All of the above real properties, rights, titles and interests described above and expressly set forth herein and in Exhibit A attached hereto, but excluding the Excluded Interests, are hereinafter collectively called the "Properties" or, individually a "Property".

• Grantor makes no representation it owns any Excluded Interests or has title to any such Excluded Interests; provided, however, to Grantor’s actual knowledge, Grantor is unaware of any party claiming ownership in any Excluded Interests.

More Definitions of Excluded Interests

Excluded Interests means the Interests (or any portion thereof): (i) with respect to which Seller is unable to obtain the necessary Approvals prior to the applicable Closing Date for the sale, assignment and transfer to a Buyer of such Interests as contemplated by this Purchase Agreement; (ii) that Seller and Buyers have mutually agreed to exclude from the transactions contemplated by this Purchase Agreement; or (iii) which have been purchased pursuant to the exercise of any Co-Investor Rights.

Excluded Interests means any machinery, equipment, rolling stock, furniture or fixtures of the Grantor.

Excluded Interests means the items described in Article 2.2.

Excluded Interests has the meaning set forth in Section 6.21.

Excluded Interests has the meaning set forth in Section 5.7(b).

Excluded Interests means any of the following: (a) Additional Interests issued in connection with an initial public offering, (b) Additional Interests issued in exchange for non-cash consideration in any merger, consolidation, acquisition or similar business combination by the Company or any other Company Party with a Person not an Affiliate of any Member, (c) Units issued (i) on the date of this Agreement and (ii) after the date of this Agreement pursuant to Section 3.2, (d) Additional Interests issued pursuant to any debt financing from a Debt Financier, (e) Additional Interests issued by the Company pursuant to a reorganization, recapitalization or a Registration Statement filed under the Securities Act, and (f) Additional Interests issued to a holder of Defaulting Holder Loans pursuant to Section 13.5(c) or Section 13.6(c).

Excluded Interests means, collectively, an undivided fifty percent (50%) working interest in each of those Initial Ring Fenced Properties referred to as Green Canyon Blocks 9 and 10 and Eugene Island Block 376 and the interests of Energy Xxxxxers and its subsidiaries in the Additional Ring Fenced Properties in excess of the Added Interests."