OP Unit Consideration definition

OP Unit Consideration shall have the meaning set forth at Section 1.2(d).
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OP Unit Consideration means a number of OP Units as determined in accordance with Exhibit B.
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OP Unit Consideration has the meaning set forth in Section 1.01.
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Examples of OP Unit Consideration in a sentence

  • At the IPO Closing, each Contributor shall execute a Pledge Agreement (in the form of Exhibit G to the Agreement) pursuant to which such Contributor’s indemnity contained in this Article 3 shall be secured by a pledge of such Contributor’s OP Units equal to 10% of such Contributor’s OP Unit Consideration, and which pledge will be in full satisfaction of any indemnification obligations of such Contributor contained in this Article 3.

  • The Closing OP Unit Consideration Estimate shall reflect the Contributors’ Representative’s good faith estimate (based on reasonable assumptions) of the Estimated Adjusted OP Unit Consideration, calculated consistent with each of (1) the applicable definitions set forth in this Agreement and (2) the Agreed Principles.

  • The number of OP Units constituting the OP Unit Consideration shall equal the Aggregate Value (as defined below) divided by $10.00.

  • Transferee desires to acquire and assume the Contributed Property from the Contributor, and issue and deliver to the Contributor the OP Unit Consideration, on the terms and conditions hereinafter set forth.

  • If the undersigned is electing to receive the OP Unit Consideration, the undersigned will be treated as having received the OP Units as of February 11, 2011, the date of the Merger.

  • The undersigned hereby elects to receive for all of the undersigned’s Limited Partnership Units, as described in this Election Form either (i) the Cash Consideration, (ii) the OP Unit Consideration or (iii) the arbitrated appraised value of the Limited Partnership Units, payable in cash, in each case upon the terms and conditions set forth in the Merger Agreement and the Aimco OP Partnership Agreement, as the case may be.

  • The Consideration shall consist of the OP Unit Consideration, which shall be $10.00 per unit.

  • The undersigned understands that the undersigned’s election to receive the OP Unit Consideration will constitute the undersigned’s acceptance of the terms and conditions of the Aimco OP Partnership Agreement, including the restrictions on transferability of the OP Units under the Aimco OP Partnership Agreement.

  • Any Cash Consideration and/or OP Unit Consideration to which the undersigned is entitled pursuant to the Merger Agreement shall be paid only after the receipt of consent from the undersigned that, for federal income tax purposes, the receipt of Cash Consideration and/or OP Unit Consideration shall be treated as described in this paragraph.

  • California Residents: The OP Unit Consideration is not being offered to California residents.


More Definitions of OP Unit Consideration

OP Unit Consideration means a number of OP Units equal to (i) the Operating Partnership Equity Value, divided by (ii) the Range Mid-Point.
Sample 1
OP Unit Consideration has the meaning set forth in Section 0.
Sample 1
OP Unit Consideration for any Contributor that elects to receive OP Units in accordance with this Agreement shall mean the number of OP Units having an aggregate dollar value equal to the Cash Consideration otherwise payable to such Contributor, which number of OP Units shall be reasonably determined by the Operating Partnership based on the average value of individual OP Units for the twenty (20) business days immediately preceding the Closing Date.
Sample 1

Related to OP Unit Consideration

  • Unit Consideration has the meaning set forth in Section 2.2(a).

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Share Consideration has the meaning given to it in Section 2.2;

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Earnout Consideration shall have the meaning specified in Section 2.03(b).

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $100,000,000, your Sale Bonus would be $50,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • Base Consideration has the meaning set forth in Section 1.2.

  • Merger Consideration has the meaning set forth in Section 3.1(a).

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions.

  • Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

  • Option Consideration has the meaning set forth in Section 3.3(a).

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Sale Consideration means the value of the H-1 Bid and accepted and approved by BSNL for the Said Land Parcel in its Acceptance Letter.

  • OP Unit means a Partnership Unit which is designated as an OP Unit of the Partnership.

  • Designated Noncash Consideration means the Fair Market Value of noncash consideration received by the Company or one of its Restricted Subsidiaries in connection with an Asset Disposition that is so designated as Designated Noncash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation.