Consideration for Contribution. In consideration for the contribution of the Assets to the Operating Partnership, the Operating Partnership hereby (a) increases the Company’s 1% general partner interest in the Operating Partnership to a general partner interest in the Operating Partnership which, after giving effect to the withdrawal of LPL Investments as the organizational limited partner of the Operating Partnership as provided in Section 4.2 of the Operating Partnership Agreement, will represent a 1.0101% general partner interest in the Operating Partnership, (b) issues, grants, contributes, bargains, sells, conveys, transfers, sets over and delivers to the Company a limited partner interest in the Operating Partnership (the “Limited Partner Interest”) which, after giving effect to the withdrawal of LPL Investments as the organizational limited partner of the Operating Partnership as provided in Section 4.2 of the Operating Partnership Agreement, will represent a 98.9899% limited partner interest in the Operating Partnership and (c) agrees to make a distribution, pursuant to the terms of the Operating Partnership Agreement, to the Company, in its capacity as the general partner of the Operating Partnership, of $310 million in cash.
Consideration for Contribution. In consideration for the contribution of the Limited Partner Interest to the Partnership, the Partnership hereby (a) continues the Company’s 1% general partner interest in the Partnership and (b) issues, grants, contributes, bargains, sells, conveys, assigns, transfers, sets over and delivers to the Company 3,912,750 Common Units which, after giving effect to (i) the withdrawal of LPL Investments as the organizational limited partner of the Partnership as provided in Section 4.2 of the Partnership Agreement, and (ii) the sale of 17,390,000 Preference Units pursuant to the Underwriting Agreement (or 19,129,000 Preference Units if the over-allotment option provided for in the Underwriting Agreement is exercised in full), will represent an approximate 18.18% limited partner interest in the Partnership (or an approximate 16.81% limited partner interest in the Partnership if the over-allotment option provided for in the Underwriting Agreement is exercised in full).
Consideration for Contribution. In consideration for the contribution stated in Section 2.1, the LPL Partnership hereby continues the Partnership’s 1% general partner interest in the LPL Partnership.
Consideration for Contribution. In consideration for the contribution stated in Section 3.1, the LPL Partnership hereby continues the Company’s 99% limited partner interest in the LPL Partnership.
Consideration for Contribution. (a) The aggregate consideration for the contribution of the Properties is Eighty-Three Million Five Hundred Sixty-Five Thousand and No/100 Dollars ($83,565,000.00) (the “Contribution Consideration”), subject to prorations, credits and adjustments as set forth herein.
Consideration for Contribution. In exchange for the Contribution of the Assets, the Company shall issue to CNL on the Contribution Date an aggregate of Nine Million Six Hundred Thousand (9,600,000) shares of the Common Stock.
Consideration for Contribution. In consideration for ------------------------------ the Contribution, MusicCo will, concurrently with the Contribution, issue and deliver to TCI, as designee of the TCI System Owners, 125,000,000 validly issued, fully paid and nonassessable shares of MusicCo Series B Common Stock and the Company Note (as defined in the Contribution Agreement).
Consideration for Contribution. In consideration for the ------------------------------ Contribution, the Partnership shall issue to each Contributor, or to such partners and beneficial owners of the Contributor as the Contributor shall designate in writing (the "Designees"), the number of Units in consideration for each Property as set forth on Schedule 1.3(a) hereto. The number of Units to be --------------- issued in consideration for each Property (the "Contribution Value") shall be the quotient of the Contribution Amount for such Property (as defined hereafter) minus the Mortgage Debt (as defined hereafter) encumbering such Property divided by the Market Price (as defined hereafter). The parties agree that, as of the date hereof and as of the Closing Date, each Initial Unit has a fair market value equal to the initial price to the public of the Initial Shares at the time and date the Registration Statement is declared effective by the Commission (the "Market Price"). The Contributors represent and warrant that each Property is subject to mortgage indebtedness set forth opposite the description of such Property on Schedule 1.3(b) of this Agreement, which mortgage indebtedness shall --------------- be the principal balance of, plus the accrued interest on, the mortgages encumbering such Property at the Closing Date (the "Mortgage Debt"). For purposes of this Agreement, "Contribution Amount" means the acquisition cost of any Property, as stated on Schedule 1.3(a) plus the amount of the Closing Costs --------------- (as defined in Section 7.5.1), which total shall be used to calculate the number ------------- of Units to be issued to the Contributors at the Closing in exchange for their contribution of such Property to the Partnership.
Consideration for Contribution. 12 2.04 [Reserved]..................................................12 2.05 Deposit.....................................................12
Consideration for Contribution. In consideration of the contribution of the Contributed Assets and Property Company Interests to the Partnerships by the Contributing Parties, the Partnerships shall cause to be delivered to the Contributing Parties at Closing the following items of value having an agreed upon aggregate value equal to Three Hundred Twelve Million Three Hundred Eighty Thousand Dollars ($312,380,000), (the "CONTRIBUTION AMOUNT"), subject to adjustment as provided in this Agreement:
