Series 8 Preferred LP Unit Obligations definition

Series 8 Preferred LP Unit Obligations means all financial liabilities and obligations of BREP to the Holders in respect of the Series 8 Preferred LP Units including or in respect of (i) any declared and unpaid distributions on the Series 8 Preferred LP Units, (ii) the Series 8 Redemption Price and all declared and unpaid distributions up to, but excluding, the date fixed for redemption with respect to Series 8 Preferred LP Units called for redemption, and (iii) the Liquidation Amount payable on the Series 8 Preferred LP Units upon a voluntary or involuntary dissolution, liquidation or winding up of BREP, without regard to the amount of assets of BREP available for distribution;

Examples of Series 8 Preferred LP Unit Obligations in a sentence

  • If at any time BREP is precluded from making payment when due in respect of any Series 8 Preferred LP Unit Obligations by reason of the provisions of its organizational documents or otherwise, such amounts shall nonetheless be deemed to be due and payable by BREP to the Holders for all purposes of this Guarantee and the Series 8 Preferred LP Unit Obligations shall be immediately due and payable to the Holders.

  • This Guarantee shall apply to and secure any ultimate balance due or remaining due to the Holders in respect of the Series 8 Preferred LP Unit Obligations and shall be binding as an absolute and continuing obligation of each Guarantor.

  • Upon the maturity of any Senior Indebtedness of a Guarantor by lapse of time, acceleration, demand or otherwise, then, except as provided in Section 3.7, all principal of and interest on all such matured Senior Indebtedness shall first be paid in full, or shall first have been duly provided for, before any payment by such Guarantor is made on account of the Series 8 Preferred LP Unit Obligations.

  • Each Guarantor assumes full responsibility for keeping fully informed of the financial condition of BREP and all other circumstances affecting BREP’s ability to pay the Series 8 Preferred LP Unit Obligations.

  • The Guarantors irrevocably and unconditionally, jointly and severally, guarantee in favour of the Holders the due and punctual payment of the Series 8 Preferred LP Unit Obligations, regardless of any defense (except for the defense of payment by BREP), right of set-off or counterclaim which a Guarantor may have or assert.

  • The Guarantors shall have no right of subrogation in respect of any payment made to the Holders hereunder until such time as the Series 8 Preferred LP Unit Obligations have been fully satisfied.

  • Each Guarantor guarantees that the Series 8 Preferred LP Unit Obligations will be paid strictly in accordance with the terms of the Series 8 Preferred LP Units and this Guarantee within the time required by Section 2.1, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any such terms or the rights of the Holders with respect thereto.

  • Each Guarantor’s obligation to pay Series 8 Preferred LP Unit Obligations may be satisfied by (i) direct payment to the Holders or (ii) payment to the Holders through the facilities of the Security Trustee.

  • The Series 8 Preferred LP Unit Obligations shall not, however, be released, discharged, limited or affected by the failure or omission of the Holders to prove the whole or part of any claim against BREP.

  • Each Guarantor will pay the Series 8 Preferred LP Unit Obligations without regard to any equities between it and BREP or any defence or right of set-off, compensation, abatement, combination of accounts or cross-claim that it or BREP or the other Guarantors may have.

Related to Series 8 Preferred LP Unit Obligations

  • Series H Preferred Stock means shares of the Company’s Series H Preferred Stock, par value $0.0001 per share.

  • Series G Preferred Stock means shares of the Company’s Series G Preferred Stock, par value $0.0001 per share.

  • Class A Preferred Stock means the Company's Class A Convertible Preferred Stock, par value $.01 per share.

  • Series F Preferred Stock means shares of the Company’s Series F Preferred Stock, par value $0.0001 per share.

  • Series A Preferred Unit means a Preferred Unit having the designations, preferences, rights, powers and duties set forth in Article XVI.

  • Series B Liquidation Preference means a liquidation preference for each Series B Preferred Unit initially equal to $25.00 per unit, which liquidation preference shall be subject to increase by the per Series B Preferred Unit amount of any accumulated and unpaid Series B Distributions (whether or not such distributions shall have been declared).

  • Senior Non Preferred Liabilities means any unsubordinated and unsecured senior non preferred obligations (créditos ordinarios no preferentes) of Banco Santander under Additional Provision 14.2º of Law 11/2015 (including any Notes) and any other obligations which, by law and/or by their terms, and to the extent permitted by Spanish law, rank pari passu with the Senior Non Preferred Liabilities.

  • Existing Preferred Stock means, collectively, the outstanding shares of the Series E 6% Convertible Preferred Stock of the Corporation.

  • Series C Liquidation Preference means a liquidation preference for each Series C Preferred Unit initially equal to $25.00 per unit (subject to adjustment for any splits, combinations or similar adjustments to the Series C Preferred Units), which liquidation preference shall be subject to increase by the per Series C Preferred Unit amount of any accumulated and unpaid Series C Distributions (whether or not such distributions shall have been declared).

  • Company Series C Preferred Stock means the Series C Preferred Stock, par value $0.0001 per share, of the Company.

  • Series B-2 Preferred Stock means shares of the Company’s Series B-2 Preferred Stock, par value $0.001 per share.

  • Company Series A Preferred Stock means the Series A Preferred Stock, par value $0.0001 per share, of the Company.

  • Series E Preferred Stock means shares of the Company’s Series E Preferred Stock, par value $0.0001 per share.

  • Series A Liquidation Preference means a liquidation preference for each Series A Preferred Unit initially equal to $25.00 per unit, which liquidation preference shall be subject to increase by the per Series A Preferred Unit amount of any accumulated and unpaid Series A Distributions (whether or not such distributions shall have been declared).

  • Series C Preferred Units means the series of Partnership Units representing units of Limited Partnership Interest designated as the 8 5/8% Series C Cumulative Redeemable Preferred Units, with the designations, preferences and other rights set forth in Attachment C hereto.

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Series C Preferred Stock means shares of the Company’s Series C Preferred Stock, par value $0.0001 per share.

  • Series A-2 Preferred Stock means shares of the Company’s Series A-2 Preferred Stock, par value $0.0001 per share.

  • Series A Preferred Units has the meaning assigned to such term in Section 5.11(a).

  • Series A Preferred Stock means shares of the Company’s Series A Preferred Stock, par value $0.0001 per share.

  • Series B-1 Preferred Stock means shares of the Company’s Series B-1 Preferred Stock, par value $0.0001 per share.

  • Series F Preferred Shares means the Series F Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series C Preferred means the Corporation's Series C Convertible Preferred Stock, par value $.002 per share.

  • Company Series B Preferred Stock means the Series B Preferred Stock, par value $0.0001 per share, of the Company.

  • Senior Preferred Stock means the Series A Preferred Stock and the Series B Preferred Stock.

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.