Examples of GP Consideration in a sentence
The Recipient Parties shall have delivered the Cash Consideration, the Unit Consideration and the GP Consideration in accordance with Section 3.3.
The Parties agree to treat all payments made pursuant to this Article IX as adjustments to the SET Consideration and MLP GP Consideration, as applicable, for Tax purposes.
The aggregate consideration payable by the Buyer to Cheniere GP Seller in exchange for the assignment of the Cheniere GP Interests at Closing shall be $1,000 (the “GP Consideration”) and to Cheniere LP Seller in exchange for the assignment of the CCTP LP Interests at Closing shall be $479,999,000 (the “LP Consideration” and, together with the GP Consideration, the “Cash Consideration”).
The General Partner is acquiring the GP Consideration Units for its own account and without a view to the distribution thereof.
Coda is the sole stockholder (record and beneficial) of Holdings and has good and marketable title to the Holdings Shares and the absolute right to exchange the Holdings Shares held by Coda for the GP Consideration in accordance with the terms hereof, free and clear of all liens, pledges, encumbrances and/or adverse claims of any kind.
In consideration for the contribution of the System Assets, the Partnership shall (a) distribute to WGR Holdings at Closing the Cash Consideration, (b) issue to WGR Holdings at Closing the Unit Consideration and (c) issue to the General Partner at Closing the GP Consideration.
The General Partner Units and Incentive Distribution Rights converted into the right to receive the GP Consideration pursuant to this Section 2.1(c) shall cease to be outstanding and shall be canceled and retired and shall cease to exist.
The General Partner acknowledges that the GP Consideration Units are being issued pursuant to an exemption from the Securities Act of 1933, as amended (the "Securities Act").
Payment of the Cash Consideration, the Unit Consideration and the GP Consideration at the Closing shall be based on the Preliminary Settlement Statement.
Three Business Days before the Closing Date, the Contributing Parties shall deliver to the Recipient Parties a written statement in the form of Schedule 2.6(a) (the “Preliminary Settlement Statement”) setting forth the Cash Consideration (showing the elements described in clauses (i) and (ii) of the definition of Cash Consideration), the Unit Consideration and the GP Consideration.