Brookfield Member means Brookfield Corporate Treasury Ltd., a corporation incorporated under the laws of the Province of Ontario, and any successors thereto.
Brookfield Member means, collectively, any Member that is either Brookfield or a controlled Affiliate of Brookfield (including any investment fund, co-investment vehicles and/or similar vehicles or accounts, in each case managed by Brookfield Capital Partners LLC or its Affiliates) or any of their respective successors (but not including, however, any portfolio companies of any of the foregoing).
Brookfield Member means Foundry JV Holdco LLC, a Delaware limited liability company, any of its Affiliates that are Controlled by Brookfield that becomes party hereto or any of their respective successors.
Examples of Brookfield Member in a sentence
In addition to the initial Capital Contributions of each Member, each Member shall make Additional Capital Contributions from time to time as set forth in a Capital Call made in accordance with this Section 2.6. In the case of the Brookfield Member, all Additional Capital Contributions shall be funded in cash.
A proposed amendment shall be effective upon its approval by holders of Units representing a majority of the voting power of all Outstanding Voting Units, unless a greater percentage is required under this Agreement or by the Delaware Act, but in all cases must include the approval of the Brookfield Member and, following the Initial Period with respect to any amendment having a disproportionate effect on the Oaktree Member (as compared to the Brookfield Member), the approval of the Oaktree Member.
Any sale, assignment, transfer, or other disposition of (whether voluntarily or involuntarily or by operation of law or through merger or other business combination transaction) all or any part of the equity interests in any Group Member or in the Oaktree Business held by the Brookfield Member or its Affiliates; 3.
The Brookfield Member shall be obligated to fund 100% of any Overrun Contribution set forth in a Capital Call issued in accordance with Section 2.6(a) and this Section 2.6(c).
Notwithstanding the other provisions of this Article III, no transfer of any Class B Units shall be made, in whole or in part, without the prior written consent of the Brookfield Member.
More Definitions of Brookfield Member
Brookfield Member means BCTL, and any successors thereto.
Brookfield Member means Brookfield US Holdings, Inc., a Delaware corporation, and any successors thereto.
Brookfield Member. Solely with respect to the provisions of this Agreement applicable to the Brookfield Member: BROOKFIELD US HOLDINGS, INC. By:/s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Vice President and Secretary
Brookfield Member means Brookfield US Holdings, Inc., a Delaware corporation, and any successors thereto. “Brookfield Tax/TPE Amounts” has the meaning set forth in Section 4.02(b).
Brookfield Member means Brookfield US Holdings, Inc., a Delaware corporation, and any successors thereto. “Brookfield Tax/TPE Amounts” has the meaning set forth in Section 4.02(b). “Brookfield-Owned Other OpCo Units” means the partnership (or equivalent) units of the Other OpCos, that are directly or indirectly owned by Brookfield. “Brookfield-Owned Units” has the meaning set forth in Section 7.04(b). “Capital Account” means the separate capital account maintained for each Partner in accordance with Section 5.03. “Capital Contribution” means, with respect to any Partner, the aggregate amount of money contributed to the Partnership and the Carrying Value of any property (other than money), net of any liabilities assumed by the Partnership upon contribution or to which such property is subject, contributed to the Partnership pursuant to Article V. “Carrying Value” means, with respect to any Partnership asset, the asset’s adjusted basis for U.S. federal income tax purposes, except that the initial carrying value of assets contributed to the Partnership shall be their respective gross fair market values on the date of contribution as determined by the General Partner, and the Carrying Values of all Partnership assets shall be adjusted to equal their respective fair market values, in accordance with the rules set forth in United States Treasury Regulation Section 1.704- 1(b)(2)(iv)(f), except as otherwise provided herein, as of: (a) the date of the acquisition of any additional partnership interest by any new or existing Partner in exchange for more than a de minimis Capital Contribution; (b) the date of the distribution of more than a de minimis amount of Partnership assets to a Partner; (c) the date a partnership interest is relinquished to the Partnership; or (d) any other date specified in the United States Treasury Regulations; provided however that adjustments pursuant to clauses (a), (b), (c) and (d) above shall be made only if such adjustments are deemed necessary or appropriate by the General Partner to reflect the relative economic interests of the Partners. In the case of any asset that has a Carrying Value that differs from its adjusted tax basis, Carrying Value shall be adjusted by the amount of depreciation calculated for purposes of the definition of “Profits” and “Losses” rather than the amount of depreciation determined for U.S. federal income tax purposes, and depreciation shall be calculated by reference to Carrying Value rather than tax basis once Carrying Va...
Brookfield Member means BCTL, and any successors thereto. “Budget” has the meaning assigned to such term in Section 6.29. “BUSHI” has the meaning assigned to such term in the Recitals. “Business Day” means Monday through Friday of each week, except that a legal holiday recognized as such by the government of the United States of America, the State of California or the Province of Ontario, shall not be regarded as a Business Day. “Capital Account” has the meaning assigned to such term in Section 5.1. “Capital Contribution” means any cash or cash equivalents or the fair market value (as determined by the Company) of any property or other asset, in such form as may be permitted by the Delaware Act, that a Member contributes to the Company pursuant to this Agreement. “Carrying Value” means, with respect to any Company asset, the asset’s adjusted basis for U.S. federal income tax purposes, except that the initial carrying value of assets contributed to the Company shall be their respective gross fair market values on the date of contribution as determined by the Company, and the Carrying Values of all Company assets
Brookfield Member means Brookfield Corporate Treasury Ltd., a corporation incorporated under the laws of the Province of Ontario, and any successors thereto. “Brookfield Tax/TPE Amounts” has the meaning set forth in Section 4.02(b). “Brookfield-Owned Other OpCo Units” means the partnership (or equivalent) units of the Other OpCos, that are directly or indirectly owned by Brookfield. “Brookfield-Owned Units” has the meaning set forth in Section 7.04(b). “Capital Account” means the separate capital account maintained for each Partner in accordance with Section 5.03. “Capital Contribution” means, with respect to any Partner, the aggregate amount of money contributed to the Partnership and the Carrying Value of any property (other than money), net of any liabilities assumed by the Partnership upon contribution or to which such property is subject, contributed to the Partnership pursuant to Article V. “Carrying Value” means, with respect to any Partnership asset, the asset’s adjusted basis for U.S. federal income tax purposes, except that the initial carrying value of assets contributed to the Partnership shall be their respective gross fair market values on the date of contribution as determined by the General Partner, and the Carrying Values of all Partnership assets shall be adjusted to equal their respective fair market values, in accordance with the rules set forth in United States Treasury Regulation Section 1.704- 1(b)(2)(iv)(f), except as otherwise provided herein, as of: (a) the date of the acquisition of any additional partnership interest by any new or existing Partner in exchange for more than a de minimis Capital Contribution; (b) the date of the distribution of more than a de minimis amount of Partnership assets to a Partner; (c) the date a partnership interest is relinquished to the Partnership; or (d) any other date specified in the United States Treasury Regulations; provided however that adjustments pursuant to clauses (a), (b), (c) and (d) above shall be made only if such adjustments are deemed necessary or appropriate by the General Partner to reflect the relative economic interests of the Partners. In the case of any asset that has a Carrying Value that differs from its adjusted tax basis, Carrying Value shall be adjusted by the amount of depreciation calculated for purposes of the definition of “Profits” and “Losses” rather than the amount of depreciation determined for U.S. federal income tax purposes, and depreciation shall be calculated by reference to C...