Examples of GP Interests in a sentence
At the Closing, (x) Buyer Parent GP shall transfer the Buyer Parent GP Interests to Buyer, (y) Buyer Parent shall transfer the Buyer Parent Interests to Buyer and (z) Buyer shall (i) pay to Seller in accordance with Section 2.05 an amount in cash equal to the Purchase Price, without withholding or deduction, to an account designated by Seller at least two (2) Business Days prior to the Closing Date and (ii) transfer to Seller the Rollover Equity.
For United States and applicable state and local income Tax purposes, Seller, Buyer Parent and Buyer Parent GP intend that (i) (x) the contribution of the Buyer Parent GP Interests by Buyer Parent GP to Buyer at the Closing and (y) the contribution of the Buyer Parent Interests by Buyer Parent to Buyer at the Closing, in each case, constitutes a transaction described in Treas.
LCP shall contribute, convey, assign, transfer and deliver the LCP Terminals GP Interests and the LCP Terminals LP Interests to the Partnership, its successors and assigns, for its and their own use forever, and the Partnership shall accept such LCP Terminals GP Interests and LCP Terminals LP Interests, in exchange for the LCP Units.
Xxxxx agrees to accept the Sold VS Interests, the Sold GP Interests, the Business and the Acquired Companies in the condition they are in on the Closing Date based upon its own inspection, examination and determination with respect thereto as to all matters.
At the Closing, immediately following the consummation of the transactions contemplated by the Redemption, on the terms and subject to the conditions of this Agreement, NMD shall sell, assign, transfer and convey to Azure the Marlin GP Interests, free and clear of all Liens (other than restrictions under applicable federal and state securities Laws) in exchange for the consideration set forth in Section 4.2, and Azure agrees to purchase and accept from NMD the Marlin GP Interests.