In-Kind Redemption definition
Examples of In-Kind Redemption in a sentence
The aggregate redemption price payable to the Regency Partner with respect to the In-Kind Redemption Units (the “In-Kind Redemption Price”) shall be equal to the number of In-Kind Redemption Units multiplied by the Net Asset Value Per Unit as of the date of redemption (calculated in accordance with Section 12.4(b)).
The redemption of the In-Kind Redemption Units will be deemed effective as of the completion of the In-Kind Distribution and shall occur to the extent reasonably possible prior to any sale of the Partnership’s assets not distributed to the Regency Partner as part of the In-Kind Distribution.
The Company shall assign to the Redeeming Member(s) any and all rights, if any, that it has with respect to an In-Kind Redemption Property pursuant to the contract for the acquisition of such In-Kind Redemption Property.
Prior to making a proposal for the Company to acquire an In-Kind Redemption Property, the Redeeming Members shall fully negotiate a transaction (including price) with a prospective seller of such In-Kind Redemption Property and with all lenders, if any, and then the Company shall use commercially reasonable efforts to consummate such transaction in accordance with its terms, subject to the Company’s consent right and the other provisions set forth in this Paragraph 15.
If the aggregate value of the Class A Common Units that are the subject of the Notice of Redemption exceeds the net fair value of such In-Kind Redemption Property, then the Redeeming Member(s) designated by the Class A Member Representative in its sole discretion will retain the number of Class A Common Units (including if necessary fractional Class A Common Units) with a value equal to such excess.
The Company will report the distribution of any In-Kind Redemption Property as a distribution of property to the Redeeming Member(s).
Any such indebtedness shall provide that the debtholder’s recourse for repayment of such indebtedness shall be limited to the In-Kind Redemption Property and any guarantees provided by the Redeeming Member(s), it being acknowledged that the Company shall not have any personal recourse for the repayment of such indebtedness, or any resulting tax liability arising out of this transaction to the Redeeming Members.
The Company will not be required to incur any expense or liability with respect to such debt unless and only to the extent that such expense is paid by the Redeeming Member(s) or taken into account in calculating the net fair value of the In-Kind Redemption Property.
At the request of the Company, the Redeeming Member(s) shall be responsible, at their expense, for arranging the indebtedness to be secured by the In-Kind Redemption Property to be distributed to such Redeeming Member(s) pursuant hereto, in which event any indebtedness arranged by the Redeeming Member(s) shall be presumed conclusively to satisfy this Paragraph 15(i)(C).
The cost for any such casualty insurance for the period during which the In-Kind Redemption Property is owned by the Company shall be borne by the Company.