Contribution of Interests. Contributor agrees to contribute, transfer, assign and convey the Interests to Acquirer, and Acquirer agrees to acquire and accept transfer of the Interests pursuant to the terms and conditions set forth in this Agreement. The Interests shall be transferred to Acquirer free and clear of all liens, encumbrances, security interests, prior assignments or conveyances, conditions, restrictions, voting agreements, claims, and any other matters affecting title thereto.
Contribution of Interests. At the Closing and subject to the terms and conditions contained in this Agreement, each Contributor shall contribute, transfer, assign, convey and deliver to Mammoth Partners LLC as a contribution to the capital of Mammoth Partners LLC, and Mammoth Partners LLC shall acquire and accept all of such Contributor’s right, title and interest held in the LLC Interests.
Contribution of Interests. The Contributing Party hereby contributes, assigns, transfers and conveys all of the Contributing Party’s right, title and interest in and to all of the Interests held by the Contributing Party, and the Company hereby accepts and assumes, all of such Contributing Party’s right, title and interest in and to such Interests.
Contribution of Interests. 1 1.2 Consideration.................................................................................1 1.3
Contribution of Interests. The parties hereto acknowledge and agree that a series of contributions shall take place as set forth below.
a. First, the parties hereto acknowledge and agree that the following contributions shall take place simultaneously (collectively, the “Initial Contribution”):
(i) NexPoint WLIF, Series I shall contribute, convey, assign, transfer and deliver to NREF OP I, and NREF OP I shall accept from NexPoint WLIF, Series I, all of its rights, title and limited liability company interest in, to and under NexPoint WLIF I Borrower, LLC, (the “NexPoint WLIF I Borrower Interest”), including, without limitation, all voting, consent and financial rights now or hereafter existing and associated with ownership of the NexPoint WLIF I Borrower Interest, free and clear of all liens and encumbrances, in exchange for common partnership units of NREF OP I;
(ii) NRESF shall contribute, convey, assign, transfer and deliver to NREF OP I, and NREF OP I shall accept from NRESF, aggregate principal amount of its FREMF 2019-KF60 C Float – 00000XXX0 (the “XXXXX XX00”), including, without limitation, all voting, consent and financial rights now or hereafter existing and associated with ownership of the XXXXX XX00, free and clear of all liens and encumbrances, in exchange for common partnership units of NREF OP I;
(iii) Highland Global shall contribute, convey, assign, transfer and deliver to NREF OP I, and NREF OP I shall accept from Highland Global, aggregate principal amount of its FREMF 2019-KF60 C Float – 00000XXX0 (the “Highland Global KF60”), including, without limitation, all voting, consent and financial rights now or hereafter existing and associated with ownership of the Highland Global KF60, free and clear of all liens and encumbrances, in exchange for common partnership units of NREF OP I;
(iv) NHF shall contribute, convey, assign, transfer and deliver to NREF OP I, and NREF OP I shall accept from NHF, aggregate principal amount of its FREMF 2019-KF72 C Float –00000XXX0 (the “NHF KF72-A”), including, without limitation, all voting, consent and financial rights now or hereafter existing and associated with ownership of the NHF KF72-A, free and clear of all liens and encumbrances, in exchange for common partnership units of NREF OP I;
(v) NexPoint WLIF, Series II shall contribute, convey, assign, transfer and deliver to NREF OP II, and NREF OP II shall accept from NexPoint WLIF, Series II, all of its rights, title and limited liability company interest in, to and under NexPo...
Contribution of Interests. Issuance of Units; Etc.
2.1 Contribution ................................... 10 2.2 Issuance of Units; Etc. ........................ 10 2.3 Drop-Down ...................................... 11 2.4 Liabilities .................................... 12 2.5
Contribution of Interests. (a) Trust III and Trust IV, pursuant to the Transfer and Assignment of Interests attached hereto as Exhibit B and the Stock Powers attached hereto as Exhibit C, shall transfer, convey and assign to RILG each of Trust III's and Trust IV’s right, title and interest, however evidenced or possessed, in and to their respective RPPP Interests, RPPC Interests and RIGM Interests, including without limitation all of their rights in, to and under the Amended and Restated Agreement of Limited Partnership of Ridgewood Providence Power Partners, L.P., dated as of April 1, 1996 (the “Limited Partnership Agreement”) and the Limited Liability Company Agreement of Rhode Island Gas Management LLC dated as of March 4, 2002 (the “RIGM LLC Agreement”), in exchange for the membership and economic interests in RILG in Exhibit A.
(b) Olinda and B Fund, pursuant to the Transfer and Assignment of Interests attached hereto as Exhibit D, shall transfer, convey and assign to RILG each of Olinda's and B Fund’s right, title and interest, however evidenced or possessed, in and to their respective RRIG Interests, including without limitation all of their rights in, to and under the Amended and Restated Limited Liability Company Agreement of Ridgewood Rhode Island Generation LLC dated as of January 1, 2005 (the “RRIG LLC Agreement”), in exchange for the membership and economic interests in RILG in Exhibit A.
Contribution of Interests. Subject to the terms and conditions hereof, each Contributor agrees to contribute or otherwise transfer to the OP Sub (or its designee), and the OP Sub (or its designee) agrees to acquire and accept from such Contributor, on the Closing Date (as hereinafter defined), all of such Contributor’s right, title and interest in and to the Interest listed as owned by such Contributor on Exhibit A hereto.
Contribution of Interests. ETE Sigma shall contribute, assign and transfer the Interests to Heritage ETC (the “Contribution”) in exchange for cash and the issuance of the ETP Units as described in Section 1.2 hereof.
Contribution of Interests. LinnCo shall contribute, assign and transfer the Interests to Linn (the “Contribution”) in exchange for the issuance of Linn Units described in Section 1.2 hereof and Linn’s assumption of all liabilities of LinnCo Merger Sub and the Company and, to the extent that LinnCo succeeds to any liability of HoldCo or the Company in connection with the LinnCo Merger, LinnCo.
