Acquired LMM Interest definition

Acquired LMM Interest means all of APL Sub’s Interest, other than the APL Retained Interest.
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Acquired LMM Interest shall have the meaning set forth in the Laurel Mountain Purchase Agreement.
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Examples of Acquired LMM Interest in a sentence

  • ATN acknowledges that the Acquired LMM Interest has not been registered under the Securities Act or other applicable federal or state securities laws and the rules and regulations promulgated thereunder, by reason of the contemplated sale of the Acquired LMM Interest in a transaction exempt from the registration requirements of the Securities Act and state securities laws and the rules and regulations promulgated thereunder.

  • ATN hereby waives any rights that ATN may have pursuant to Section 2 of the ATN Option Agreement, dated as of June 1, 2009, by and among ATN, Atlas Pipeline Operating Partnership, L.P. and APL Sub in respect of any of the transactions contemplated by this Agreement, including the transfer of the Acquired LMM Interest by APL Sub contemplated hereby.

  • ATN is acquiring the Acquired LMM Interest for its own account for investment and not with a view towards the resale, transfer or distribution thereof, nor with any present intention of distributing the Acquired LMM Interest, in violation of the Securities Act, other applicable federal or state securities laws and the rules and regulations promulgated thereunder.

  • Upon the terms and subject to the conditions set forth herein, at the Closing, APL Sub shall sell, transfer, convey, assign and deliver to ATN, and ATN shall purchase and acquire from APL Sub, all of APL Sub’s right, title and interest in, to and under the Acquired LMM Interest.

  • The consideration to be paid by ATN to APL Sub for the Acquired LMM Interest at the Closing in full consideration of the Acquired LMM Interest shall be an amount in cash equal to the sum of $403 million plus the Adjustment Amount (such amount, the “Purchase Price”).

  • The Required Lenders shall have consented in writing to the Sale, and the Lien on the Acquired LMM Interest securing APL’s obligations under the APL Credit Agreement shall have been released, in each case in accordance with the APL Credit Agreement.

  • There is (a) no Action pending, or, to the knowledge of APL, threatened against, any APL Party, or their respective properties or rights; and (b) no Order outstanding against any APL Party, whether or not such liability is insured, in the cases of clauses (a) and (b), relating to Laurel Mountain or the Laurel Mountain Business, except in the cases of clauses (a) and (b), any such Actions or Orders that, individually or in the aggregate, as would not be materially adverse to the Acquired LMM Interest.

Related to Acquired LMM Interest

  • Transferred Interest means, at any time of determination, an undivided percentage ownership interest in (i) each and every then outstanding Receivable, (ii) all Related Security with respect to each such Receivable, (iii) all Collections with respect thereto, and (iv) other Proceeds of the foregoing, which undivided ownership interest shall be equal to the Aggregate Percentage Factor at such time, and only at such time (without regard to prior calculations). The Transferred Interest in each Receivable, together with Related Security, Collections and Proceeds with respect thereto, shall at all times be equal to the Transferred Interest in each other Receivable, together with Related Security, Collections and Proceeds with respect thereto. To the extent that the Transferred Interest shall decrease as a result of a recalculation of the Aggregate Percentage Factor, the Administrative Agent on behalf of the applicable Class Investors shall be considered to have reconveyed to the Transferor an undivided percentage ownership interest in each Receivable, together with Related Security, Collections and Proceeds with respect thereto, in an amount equal to such decrease such that in each case the Transferred Interest in each Receivable shall be equal to the Transferred Interest in each other Receivable.

  • L/C Interest shall have the meaning ascribed to such term in Section 3.6 hereof.

  • Acquired Interests has the meaning set forth in the Recitals.

  • Required Interest shall have the meaning specified in the Standard Terms.

  • Transferred Interests has the meaning set forth in the Recitals.

  • LLC Interest means a membership interest or similar interest in a limited liability company.

  • Collateral Senior Additional Interest shall have the meaning specified in subsection 4.02(d).

  • Asset Interest is defined in Section 2.1(b).

  • Original Fractional Interest With respect to each of the following Classes of Class 1-B Certificates, the corresponding percentage described below, as of the Closing Date: Class 1-B-1 1.36% Class 1-B-2 0.80% Class 1-B-3 0.50% Class 1-B-4 0.30% Class 1-B-5 0.15% Class 1-B-6 0.00% Original Class 1-B Certificate Balance: $12,540,662.00. OTS: The Office of Thrift Supervision.

  • Member Interest means an equity interest of a Member in the Company and includes any and all benefits to which such Member is entitled as provided in this Agreement, together with all obligations of such Member pursuant to the terms and provisions of this Agreement.

  • Current Class B-5 Fractional Interest As to any Distribution Date subsequent to the first Distribution Date, the percentage obtained by dividing the Principal Balance of the Class B-6 Certificates by the sum of the Class A Non-PO Principal Balance and the Class B Principal Balance. As to the first Distribution Date, the Original Class B-5 Fractional Interest.

  • Class P Interest An uncertificated interest in the Trust Fund held by the Trustee on behalf of the Holders of the Class P Certificates, evidencing a Regular Interest in REMIC III for purposes of the REMIC Provisions.

  • Economic Interest means a Person’s right to share in the income, gains, losses, deductions, credits, or similar items of the Company, and to receive Distributions from the Company, but excluding any other rights of a Member, including the right to vote or to participate in management, or, except as may be provided in the Act, any right to information concerning the business and affairs of the Company.

  • Subsidiary REMIC Interest Any one of the Subsidiary REMIC Interests or the SR-A-R Interest.

  • Current Class B-4 Fractional Interest As to any Distribution Date subsequent to the first Distribution Date, the percentage obtained by dividing the sum of the Principal Balances of the Class B-5 and Class B-6 Certificates by the sum of the Class A Non-PO Principal Balance and the Class B Principal Balance. As to the first Distribution Date, the Original Class B-4 Fractional Interest.

  • Class R-IV Interest The uncertificated Residual Interest in REMIC IV.

  • Class A Additional Interest shall have the meaning specified in subsection 4.02(a).

  • Class B Additional Interest shall have the meaning specified in subsection 4.02(b).

  • Uncertificated Distributable Interest As defined in Section 2.11(g) with respect to any REMIC I Regular Interest for any Distribution Date and in Section 2.13(g) with respect to any REMIC II Regular Interest for any Distribution Date.

  • Applicable Ownership Interest means, with respect to the Treasury portfolio,

  • Class R-I Interest The uncertificated Residual Interest in REMIC I.

  • Original Class B-5 Fractional Interest As to the first Distribution Date, the percentage obtained by dividing the Original Class B-6 Principal Balance by the sum of the Original Class A Non-PO Principal Balance and the Original Class B Principal Balance. The Original Class B-5 Fractional Interest is specified in Section 11.20.

  • Class R-3 Interest The uncertificated Residual Interest in REMIC 3.

  • Class C Additional Interest is defined in Section 4.1(c).

  • Purchased Interest means, at any time, the undivided percentage ownership interest in: (a) each and every Pool Receivable now existing or hereafter arising, (b) all Related Security with respect to such Pool Receivables and (c) all Collections with respect to, and other proceeds of, such Pool Receivables and Related Security. Such undivided percentage interest shall be computed as:

  • Lower Tier REMIC Interests Each of the Class LTA-1 Interest, the Class LTA-2A Interest, the Class LTA-2B Interest, the Class LTA-2C Interest, the Class LTA-2D Interest, the Class LTM-1 Interest, the Class LTM-2 Interest, the Class LTM-3 Interest, the Class LTM-4 Interest, the Class LTM-5 Interest, the Class LTM-6 Interest, the Class LTB-1 Interest, the Class LTB-2 Interest, the Class LTB-3 Interest, the Class LTIX Interest, the Class LTIIX Interest, the Class LTII1A Interest, the Class LTII1B Interest, the Class LTII2A Interest, the Class LTII2B Interest, the Class LT-IO Interest and the Class LTR Interest.