Transaction Entities definition

Transaction Entities has the meaning set forth in the Preamble.

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Transaction Entities. The Company, the LP and the Manager.

Transaction Entities means the Company and American Healthcare REIT Holdings, LP, a Delaware limited partnership (the “Operating Partnership”). All references in this Agreement to financial statements and schedules and other information which is “contained,” “included,” “made,” “stated” or “referred to” (or other references of like import) in the Registration Statement, any preliminary prospectus or the Prospectus shall be deemed to include all such financial statements and schedules and other information incorporated or deemed incorporated by reference in the Registration Statement, any preliminary prospectus or the Prospectus, as the case may be, prior to the Applicable Time relating to the particular Shares; and all references in this Agreement to amendments or supplements to the Registration Statement, any preliminary prospectus or the Prospectus shall be deemed to include the filing of any document under the Securities Exchange Act of 1934, as amended (the “1934 Act”), and the rules and regulations promulgated thereunder (the “1934 Act Regulations”) incorporated or deemed to be incorporated by reference in the Registration Statement, such preliminary prospectus or the Prospectus, as the case may be, at or after the Applicable Time relating to the particular Shares.

Examples of Transaction Entities in a sentence

• The Transaction Entities will maintain Total Unencumbered Assets of not less than 150% of the aggregate outstanding principal amount of Unsecured Indebtedness.

• Since its inception, neither the Transaction Entities nor any of their respective subsidiaries have knowingly engaged in, or are now knowingly engaged in, any dealings or transactions with any person that at the time of the dealing or transaction is or was a Sanctioned Person or with any Sanctioned Country.

• Neither of the Transaction Entities nor any of their respective subsidiaries have received notice or been made aware that any other party is in breach of or default to either of the Transaction Entities or any of their respective subsidiaries under any of such contracts.

• The Manager operates a system of internal controls sufficient to provide reasonable assurance that (A) transactions that may be effectuated by it on behalf of the Transaction Entities pursuant to its duties set forth in the Management Agreement will be executed in accordance with management’s general or specific authorization and (B) access to the Transaction Entities’ assets is permitted only in accordance with management’s general or specific authorization.

• In connection with any such assignment, each Assignee shall be deemed to have represented to the Transaction Entities that it is not a Competitor and to have made to the Transaction Entities the representations set forth in Section 7 hereof.

• No service charge (other than any cost of delivery) shall be imposed by the Transaction Entities for any exchange or registration of transfer of a Note but the Transaction Entities may require the payment of a sum sufficient to cover any stamp or other tax or governmental charge that may be imposed in connection therewith or presentation of evidence that such tax or charge has been paid.

• If any Note which has matured or is about to mature shall become mutilated, destroyed, lost or stolen, the Operating Partnership may, instead of issuing a substitute Note, pay (without surrender thereof except in the case of a mutilated Note) upon compliance by the Holder thereof with the provisions of this Section 16.4 (including delivery of an indemnity satisfactory to the Transaction Entities and such other documents of proof as may be required by them).

• Neither of the Transaction Entities nor any of their respective subsidiaries has been named as a “potentially responsible party” under the Comprehensive Environmental Response Compensation and Liability Act of 1980, as amended.

• Neither of the Transaction Entities is, nor, after giving effect to the offer and sale of the Securities and the application of the proceeds thereof will be, required to register as an “investment company” within the meaning of the Investment Company Act of 1940, as amended.

• Transfers must be in compliance with applicable securities laws and regulations and the Transaction Entities may require an opinion of counsel in connection with the transfer of any Note.

More Definitions of Transaction Entities

Transaction Entities. As defined in the preamble hereto.

Transaction Entities means, collectively, the Seller and the Company Entities (each, a “Transaction Entity”).

Transaction Entities is defined in the first paragraph of this Agreement.

Transaction Entities. The Company and the Manager. Tricadia Participants: The Company’s executive officers and directors, together with the Manager and its Affiliates and their respective executive officers and directors.

Transaction Entities means, collectively, the Property Manager, Avanath and its affiliates and its managed funds and MacFarlane and its affiliates and its managed funds that are parties to the Transaction Documents. The Company has filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-11 (No. 333-249285) including a related preliminary prospectus, for the registration of the Shares under the Securities Act of 1933, as amended (the “Securities Act”), and the rules and regulations thereunder (the “Securities Act Regulations”). The Company has prepared and filed such amendments to the registration statement and such amendments or supplements to the related preliminary prospectus as may have been required to the date hereof, and will file such additional amendments or supplements as may hereafter be required. The registration statement has been declared effective under the Securities Act by the Commission. The registration statement, as amended at the time it was declared effective by the Commission (and, if the Company files a post-effective amendment to such registration statement which becomes effective prior to the Closing Time, such registration statement as so amended) and including all information deemed to be a part of the registration statement pursuant to Rule 430A of the Securities Act Regulations or otherwise, is hereinafter called the “Registration Statement.” Any registration statement filed pursuant to Rule 462(b) of the Securities Act Regulations is hereinafter called the “Rule 462(b) Registration Statement,” and after such filing the term “Registration Statement” shall include the Rule 462(b) Registration Statement. Each prospectus included in the Registration Statement before it was declared effective by the Commission under the Securities Act, and any preliminary form of prospectus filed with the Commission by the Company with the consent of the Underwriters pursuant to Rule 424(a) of the Securities Act Regulations is hereinafter

Transaction Entities means the Company together with the Operating Partnership.