Rockpoint Redemption definition

Rockpoint Redemption means the direct, indirect, or partly direct and partly indirect acquisition by the Borrower, whether by redemption, purchase, exchange or other transaction, of all of the Equity Interests in VR Partners held by Rockpoint Group, L.L.C. and its affiliates (collectively, “Rockpoint”) or all of the Equity Interests in the Persons, including any REIT, that own all of the Equity Interests in VR Partners held by Rockpoint. For the avoidance of doubt, the term Rockpoint Redemption shall include any transaction or transactions at any time following an acquisition by the Borrower described above in order to consolidate the Borrower’s 100% indirect ownership of VR Partners in a single entity and/or DB3/ 204481699.8 single interest (such as a conversion or recapitalization of VR Partners or a liquidation of any of the Persons that own all or a portion of the Equity Interests in VR Partners held by Rockpoint).
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Examples of Rockpoint Redemption in a sentence

  • Notwithstanding the foregoing, the Rockpoint Redemption shall be permitted so long as such transaction or series of transactions is consummated by the Parent and the Borrower in accordance with the terms of the VR Partners JV Agreement or otherwise on a commercially reasonable and an arms’-length basis, consistent with Section 4.01(i).

  • The redemption price for the Rockpoint Redemption shall be paid from the following sources in the following order of priority: first from available cash on hand of the Borrower, second at least $52,000,000 from a Revolving Borrowing, and third the remaining amount necessary to consummate the Rockpoint Redemption from a Borrowing of Term Loans.

  • The proceeds of the Loans will be used only for the payment of a portion of the redemption price for the Rockpoint Redemption and, with respect to the Revolving Loans only, for general corporate purposes of the Borrower and its Subsidiaries.

Related to Rockpoint Redemption

  • Special Event Redemption Price has the meaning specified in Section 11.2.

  • Tax Redemption The meaning specified in Section 9.3(a) hereof.

  • Tax Event Redemption means, if a Tax Event shall occur and be continuing, the redemption of the Notes, at the option of the Company, in whole but not in part, on not less than 30 days nor more than 60 days' written notice.

  • Tax Event Redemption Price means an amount equal to the unpaid principal amount of this Note to be redeemed, which shall be determined by multiplying (1) the Outstanding Principal Amount of this Note by (2) the quotient derived by dividing (A) the outstanding principal amount to be redeemed by Principal Life of the Funding Agreement by (B) the outstanding principal amount of the Funding Agreement.

  • Special Redemption has the meaning set forth in Section 15.1.A hereof.