Property Contribution. In consideration for (i) the issuance of the Preferred Interest to the Owners, (ii) the making by Cedar of the Owners Loan, and (iii) the contribution by Cedar of the Initial Capital Amount to the Partnership, Owners shall contribute to the Partnership
(a) their fee interest in certain real property located at 1100, 1300 and 0000 Xxxxx Xxxxxxxxxxx Xxxxxxxx Boulevard, Philadelphia, Pennsylvania and 0000 Xxxxx Xxxxx Xxxxxx, Xxxxxxxxxxxx, Xxxxxxxxxxxx (also collectively known as Riverview Shopping Center) all as more particularly described on EXHIBIT B annexed hereto together with all improvements located thereon, subject only to the Permitted Exceptions (the "Fee Property") and (b) their right, title and interest in (A) that certain Lease dated October 16, 1991 by and between Interstate Land Management Corporation ("Interstate") and Commons, as amended by that certain First Amendment to Lease dated June 24, 1992 (as so amended, "Parking Lease I"), with respect to the premises particularly described on EXHIBIT B-1 annexed hereto, (B) that certain Lease dated June 24, 1992 by and between Interstate and Commons, as amended by that certain First Amendment to Lease dated February 10, 1993 (as so amended, "Parking Lease II"), with respect to the premises particularly described on EXHIBIT B-2 annexed hereto (the leased property described on EXHIBIT B-1 and EXHIBIT B-2 together with all improvements located thereon, collectively, the "Leasehold Property"), (C) the Personal Property (as that term is hereinafter defined), (D) the Leases (as that term is hereinafter defined), (E) all easements and rights appurtenant to the Fee Property and/or the Leasehold Property, if any, (F) to the extent assignable, the Permits (as that term is hereinafter defined), other than that certain liquor license, LID No. 47678 owned by Xxxx (the "Liquor License"), (G) and all Records and Plans (as that term is hereinafter defined) in the Owners' possession or control. The Fee Property, together with the foregoing items (A) through (G), are hereinafter referred to collectively as, the "Property".
Property Contribution. The County shall contribute the following portions of the County’s Property toward the Lake Concession:
Property Contribution. (a) 100% of the ownership interests in and to the Licensed Marks shall have been contributed to J. Crew Domestic Brand, LLC (the “IP Assignment”) in accordance with the terms of the IP Assignment Agreements prior to, or contemporaneously with, the occurrence of the Closing hereunder.
(b) the Licensed Marks constitute all United States federal registered trademark intellectual property of J. Crew Group, Inc. and its Subsidiaries (other than Xxxxxxxx Inc. and its Subsidiaries and any foreign-registered intellectual property) as of the date of the 2016 IP Assignment Agreements.
Property Contribution. As an Alternative Reorganization Step to the transactions described in Section 3.3.2, in the event that an Exchange Partnership shall have Non-Consenting Partners and MAALP and FDC shall reasonably determine that a Property Contribution is fully authorized and permitted and preferable to a Partial Partnership Interest Exchange, on the Closing Date upon satisfaction in full of each condition set forth in Articles 10 and 11 of this Agreement or waiver by the appropriate party of any such condition, for the consideration described in Part III of the Steps Memorandum and the Allocation Schedule, MAALP agrees to acquire from each such Exchange Partnership, and FDC agrees to cause each such Exchange Partnership to contribute, transfer and convey to MAALP, the Exchange Property owned thereby, by special or limited warranty deed in form and substance reasonably satisfactory to MAALP and BDBC, subject only to Permitted Exceptions.
Property Contribution. City and Property Owner acknowledge and agree that
(a) the gross square footage of the enclosed areas of the building(s) intended for occupancy and for which building permits or certificates of occupancy (as applicable) have been issued as of the Effective Date, as determined pursuant to Section 3.2, is 492,726, as reflected in City records, and (b) accordingly, the total annual contribution amount attributable to the Property pursuant to the Contribution Formula is Forty-Nine Thousand Two Hundred Seventy-Two and 60/100 Dollars ($49,272.60), payable in twenty (20) equal annual installments, totaling Nine Hundred Eighty-Five Thousand Four Hundred Fifty-Two Dollars ($985,452.00) (the “Contribution”).
Property Contribution. In addition to the contributions required of Linpro by Sections 5.1 and 5.2 hereof, Linpro as the owner of the fee simple title to the Property, shall simultaneously with the execution and delivery of this Agreement, contribute the following ("Contributed Property") to the capital of the partnership:
(a) The Property, together with so much of the Improvements as have been constructed,
(b) All other Improvements situated on the Property,
(c) All construction and contracts, rights, leases, agreements and deposits pertaining to, incidental to or relating to the Property, if any, including any and all rights, titles and interests in and to any reports, site and other plans, studies, policies, surveys, maps, bonds, commitments, plans and specifications, drawings and any and all other items or material of any kind pertaining to, incidental to or related to the Property, if any (including the C&P Lease and the Omni Construction Contract). The contribution of the Contributed Property by Linpro to the capital of the Partnership shall be by a special warranty deed, xxxx of sale, assignment and such other documents as are reasonably necessary to convey the Contributed Property, as set forth above, each in a form mutually acceptable to counsel for Linpro and counsel for PCI. The property shall be contributed subject to (1) a Deed of Trust and other documents securing a loan made by Bank of New England, N.A. having an outstanding principal balance of $2,100,000 (the "BNE Loan") which BNE Loan shall have, immediately prior to the contribution of the Contributed Property, been assigned by BNE to the Construction Lender and (2) the obligations of landlord under the C&P Lease. All items of income and expense relating to the Contributed Property shall be prorated as of the date of contribution between Linpro and the Partnership. The Partners agree that the gross fair market value of the Contributed Property on the date hereof is one hundred dollars ($100.00) in excess of the gross amount of the obligations and liabilities to which the Contributed Property is subject. Accordingly, the Partners agree that Linpro shall receive a net credit to its capital account of one hundred dollars ($100.00) with respect to the contribution of the Contributed Property. The Partners hereby agree that the gross fair market value and the Property on the date hereof is equal to $2,100,100.
Property Contribution
