Transferor Partners definition

Transferor Partners. Deliveries to Close the Exchange Offer. At the Closing, each Transferor Partner who has tendered a Transferor Partner Interest pursuant to the Exchange Offer shall cause the Custodian to deliver to the REIT the following pursuant to the Custody Agreement:

Examples of Transferor Partners in a sentence

  • Subject to the provisions of Section 7.02, the risk of loss in and to the Property shall remain vested in the Transferor Partners until the Time of Closing.

  • If the Transferor Partnership Interests are contributed by the BRI Partnership to a Subsidiary Entity (as defined in the BRI Partnership Agreement), the BRI Partnership shall cause such Subsidiary Entity, to take such actions as may be necessary to effectuate the foregoing right granted by the BRI Partnership to the Transferor Partners.

  • BRI has informed the Transferor Partners that in connection with the consummation of the various Related Transactions (as defined in Section 17.05 hereof), BRI intends to undertake either or both of (i) a public offering of common stock or other equity securities of BRI (the "Public Offering"), or (ii) a private placement of common stock or other equity securities of BRI (the "Private Placement").

  • If any tenant is in arrears in the payment of rent on the Closing Date, the Transferor Partnership shall distribute the right to receive such rent to the Transferor Partners immediately prior to Closing.

  • The parties intend that the contribution of the Transferor Partnership Interests by the Transferor Partners to the BRI Partnership in accordance with Section 1.01 of this Agreement be treated for federal (and applicable state) income tax purposes as a tax-free contribution to capital pursuant to Section 721 of the Internal Revenue Code of 1986, as amended (the "Code") (and any analogous state income tax provisions).

  • At the Closing (as defined in Section 3.01), the Transferor Partners shall, respectively, contribute, assign, transfer and deliver the Transferor Partnership Interests to the BRI Partnership, or its designees as provided in Section 18.01 hereof, by an Assignment and Assumption of Partnership Interest in the form of Exhibit III attached hereto (the "Transferor Assignment").

  • The Transferor Partners shall supply any documentation and additional information required by BRI in order to complete the offering materials in connection with the Public Offering or the Private Placement.

  • The Transferor Partners shall contribute to the BRI Partnership, and the BRI Partnership shall accept from the Transferor Partners, in exchange for BRI Partnership Units and upon the terms and conditions set forth in this Agreement, the Transferor Partnership Interests.

  • The Transferor Partners also shall pay their pro rata share of the fees and expenses attributable to the transactions contemplated by this Agreement in accordance with the provisions of Section 19.03 and all of the fees and expenses of their own separate legal, tax or other advisors.

  • The Transferor Agent shall have the right to elect to adjust for amounts owing to the Transferor Partners or the BRI Partnership, as the case may be, in the form of cash and/or BRI Partnership Units.

Related to Transferor Partners

  • Investor Limited Partner means any Limited Partner so designated at the time of its admission as a partner of the Partnership.

  • Departing Partner means a former General Partner from and after the effective date of any withdrawal or removal of such former General Partner pursuant to Section 11.1 or 11.2.

  • Limited Partnership Interest means the ownership interest of a Limited Partner in the Partnership at any particular time, including the right of such Limited Partner to any and all benefits to which such Limited Partner may be entitled as provided in this Agreement and in the Act, together with the obligations of such Limited Partner to comply with all the provisions of this Agreement and of the Act.

  • Managing Partner means KKR Management LLC, a Delaware limited liability company.

  • Limited Partner Interest means a Partnership Interest of a Limited Partner in the Partnership representing a fractional part of the Partnership Interests of all Limited Partners and includes any and all benefits to which the holder of such a Partnership Interest may be entitled as provided in this Agreement, together with all obligations of such Person to comply with the terms and provisions of this Agreement. A Limited Partner Interest may be expressed as a number of Partnership Common Units, Partnership Preferred Units or other Partnership Units.

  • Selling Partner has the meaning set forth in Section 8.5.

  • Dating partner means any person involved in an intimate association with another individual that is primarily characterized by the expectation of affectionate involvement, whether casual, serious, or long-term.

  • Hosting Partners means companies who entered into an agreement with CIPC in the areas of application management; application hosting, application service provision, and marketplace hosting are incorporated in this category.

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.

  • General Partner Interest means the ownership interest of the General Partner in the Partnership (in its capacity as a general partner without reference to any Limited Partner Interest held by it) which may be evidenced by Partnership Securities or a combination thereof or interest therein, and includes any and all benefits to which the General Partner is entitled as provided in this Agreement, together with all obligations of the General Partner to comply with the terms and provisions of this Agreement.

  • Asset Management Company/UTI AMC/AMC/Investment Manager means the UTI Asset Management Company Limited incorporated under the Companies Act, 1956, (1 of 1956) [replaced by The Companies Act, 2013 (No.18 of 2013)] and approved as such by Securities and Exchange Board of India (SEBI) under sub-regulation (2) of Regulation 21 to act as the Investment Manager to the schemes of UTI Mutual Fund.

  • Operating Partnership has the meaning set forth in the preamble.

  • Asset Management Company/UTI AMC/AMC/Investment Manager means the UTI Asset Management Company Limited incorporated under the Companies Act, 1956, (1 of 1956) replaced by The Companies Act, 2013 (No. 18 of 2013) and approved as such by Securities and Exchange Board of India (SEBI) under sub-regulation (2) of Regulation 21 to act as the Investment Manager to the schemes of UTI Mutual Fund;

  • Intimate partner means: (a) Spouses, or domestic partners; (b) former spouses, or former domestic partners; (c) persons who have a child in common regardless of whether they have been married or have lived together at any time; (d) adult persons presently or previously residing together who have or have had a dating relationship; (e) persons sixteen years of age or older who are presently residing together or who have resided together in the past and who have or have had a dating relationship; and (f) persons sixteen years of age or older with whom a person sixteen years of age or older has or has had a dating relationship.

  • Sub-Advisor shall include the Sub-Advisor and/or any of its affiliates and the directors, officers and employees of the Sub-Advisor and/or any of its affiliates.

  • Initial Limited Partners means the Organizational Limited Partner (with respect to the Common Units and Subordinated Units received by it as described in Section 5.1), the General Partner (with respect to the Incentive Distribution Rights received by it as described in Section 5.1) and the Underwriters, in each case upon being admitted to the Partnership in accordance with Section 10.1.

  • Limited Partners means all such Persons.

  • Faculty Member means any person hired by the college or District to conduct classroom or teaching activities or who is otherwise considered by the college to be a member of faculty.

  • Asset Manager means the manager of each of the Series Assets as specified in each Series Designation or, its permitted successors or assigns, appointed in accordance with Section 5.10.

  • Affiliate Member means an individual who is an umpire, referee, coach or other official who is associated with the Association but who is not an Individual Member.

  • Managing entity means the managing agent or, if there is no managing agent, the time-share

  • Class B Limited Partner means any Person executing (by power of attorney or otherwise) this Agreement as of the date hereof as a Class B Limited Partner or hereafter admitted to the Partnership as a Class B Limited Partner as herein provided, but shall not include any Person who has ceased to be a Class B Limited Partner in the Partnership.

  • Special Limited Partner Interest means the interest of the Special Limited Partner in the Partnership representing its right as the holder of an interest in distributions described in Sections 5.1(b)(iii)(A), (c), (d) and (e) (and any corresponding allocations of income, gain, loss and deduction under this Agreement).

  • Lead Partner means the lead partner of a joint venture, as described in Sub-Clause

  • Class A Limited Partner means EPCO Holdings, Inc., a Delaware corporation, and its successors and assigns.

  • General Partner means the general partner of the Partnership.