Borrower Membership Interests definition

Borrower Membership Interests means all of the outstanding limited liability company interests issued by the Borrower (including all Economic Interests and Voting Rights).
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Borrower Membership Interests means all of the membership interests and other equity interests in and to the Borrower.
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Borrower Membership Interests is defined in the Recitals hereto.
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Examples of Borrower Membership Interests in a sentence

  • There are no voting agreements or other similar agreements with respect to the Borrower Membership Interests.

  • All of the issued and outstanding Borrower Membership Interests have been duly authorized and validly issued and, as of the Closing Date, are owned of record and beneficially by Pledgor and were not issued in violation of any preemptive right.

  • All of the issued and outstanding Borrower Membership Interests have been duly authorized and validly issued and are owned of record and beneficially by Pledgor and were not issued in violation of any preemptive right.

  • Borrower is the owner of all of the Borrower Membership Interests, constituting 100% of the Ownership Interests in each of the Managers and 99% of the Ownership Interests in each of the Property Owners.

  • As of the Closing Date, Borrower will be the Owner of all of the Borrower Membership Interests and the Property Owners will be the sole owner of the Properties, free from any Liens, except for Liens securing any of the Senior Loans.

  • Borrower has the full power and authority to own the Borrower Membership Interests, own and operate the Properties, to carry on its business as now conducted, to enter into each Mezzanine Loan Document to which it is a party or signatory, and to perform and carry out its obligations and the transactions contemplated hereby and thereby.

  • Borrower Membership Interests, free and clear of all Liens other than Permitted Liens.

  • Borrower will comply with, and will cause each of the Properties to comply with, all Laws and Permits applicable to Borrower, the Borrower Membership Interests, the Properties or any portion thereof, and/or the occupancy, operation, ownership, leasing, or use thereof.

  • The issuance of Borrower Membership Interests to Holdings in accordance with the terms of the Combination Agreement and the other Related Agreements has been duly authorized and Borrower Membership Interests have been issued and are free and clear of any Liens in respect of the issuance thereof.

  • Borrower hereby authorizes Lender at any time and from time to time to file any initial financing statements, financing statement amendments and continuation statements with or without signature of Borrower as authorized by applicable law, with respect to the Borrower Membership Interests and any other Collateral covered by the security agreements contained herein and in the other Mezzanine Loan Documents.


More Definitions of Borrower Membership Interests

Borrower Membership Interests is defined in the recitals to this Agreement.
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Borrower Membership Interests shall have the meaning ascribed to it in the Recitals.
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Borrower Membership Interests means all of the outstanding limited liability company interests issued by the Borrower (including all Economic Interests and Voting Rights). “Borrowing Date” shall mean the date on which any Loan is made. “Borrowing Notice” shall mean a request for a Loan by the Borrower substantially in the form of Exhibit A. “Business Day” shall mean the hours between 9:00 a.m. – 4:00 p.m., Pacific time, Monday through Friday, other than the following days: (a) New Year’s Day, Xx. Xxxxxx Xxxxxx Xxxx, Xx. Day, Xxxxxxx’s Birthday, Washington’s Birthday (celebrated on President’s Day), Good Friday, Memorial Day, the day before Independence Day, Independence Day, Labor Day, Columbus Day, Election Day, Veterans’ Day, the day before and after Thanksgiving Day, Thanksgiving Day, Christmas Eve, Christmas Day and New Year’s Eve and (b) any other day on which banks are required or authorized by Law to close in New York State; provided that for purposes hereof, if any day listed above as a day on which a bank is closed falls on a Saturday or Sunday, such day is celebrated on either the prior Friday or the following Monday. “Calculation Date” shall mean each March 31, June 30, September 30 and December 31 of each year falling after the Closing Date. “Capital Stock” shall mean: (a) in the case of a corporation, corporate stock; (b) in the case of an association or business entity, any and all shares, interests, participations, rights or other equivalents (however designated) of corporate stock; (c) in the case of a partnership or limited liability company, partnership interests (whether general or limited) or membership interests; and (d) any other interest or participation that confers on a Person the right to receive a share of the profits and losses of, or distributions of Assets of, the issuing Person including, all warrants, options or other rights to acquire any of the foregoing. “Cash Available for Debt Service” shall mean, in respect of any period, the amount of Operating Revenues received during such period less Operating Expenses paid during such period.
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Borrower Membership Interests means the membership interests in Borrower.
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Borrower Membership Interests means the limited liability company membership interests in the Borrower.
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Related to Borrower Membership Interests

  • Pledged Partnership Interests means all interests in any general partnership, limited partnership, limited liability partnership or other partnership including, without limitation, all partnership interests listed on Schedule 4.4(A) under the heading “Pledged Partnership Interests” (as such schedule may be amended or supplemented from time to time) and the certificates, if any, representing such partnership interests and any interest of such Grantor on the books and records of such partnership or on the books and records of any securities intermediary pertaining to such interest and all dividends, distributions, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such partnership interests.

  • Membership Interests has the meaning set forth in the recitals.

  • Partnership Interests shall have the meaning specified in Section 6.3 [Subsidiaries].

  • Ownership Interests means, with respect to any entity, any ownership interests in the entity and any economic rights (such as a right to distributions, net cash flow or net income) to which the owner of such ownership interests is entitled.

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.

  • Membership Interest means a Member’s entire interest in the Company including such Member’s right to receive allocations and distributions pursuant to this Agreement and the right to participate in the management of the business and affairs of the Company in accordance with this Agreement, including the right to vote on, consent to, or otherwise participate in any decision or action of or by the Members granted pursuant to this Agreement.

  • Limited Partnership Interest means the ownership interest of a Limited Partner in the Partnership at any particular time, including the right of such Limited Partner to any and all benefits to which such Limited Partner may be entitled as provided in this Agreement and in the Act, together with the obligations of such Limited Partner to comply with all the provisions of this Agreement and of such Act.

  • Pledged LLC Interests means all right, title and interest of any Grantor as a member of any LLC and all right, title and interest of any Grantor in, to and under any LLC Agreement to which it is a party.

  • Partnership Interest means an interest in the Partnership, which shall include the General Partner Interest and Limited Partner Interests.

  • Deemed Partnership Interest Value means, as of any date with respect to any class of Partnership Interests, the Deemed Value of the Partnership Interests of such class multiplied by the applicable Partner's Percentage Interest of such class.

  • Common Interests of any Person means Capital Interests in such Person that do not rank prior, as to the payment of dividends or as to the distribution of assets upon any voluntary or involuntary liquidation, dissolution or winding up of such Person, to Capital Interests of any other class in such Person.

  • Pledged Equity Interests means all Pledged Stock, Pledged LLC Interests, Pledged Partnership Interests, Pledged Trust Interests and Pledged Alternative Equity Interests.

  • LLC Interests shall have the meaning given to such term in Section 6.1.

  • Subsidiary Interests means, collectively, the issued and outstanding shares of stock of the Subsidiary Debtors as of the Petition Date and any options, warrants or other contractual rights to acquire any shares of stock of the Subsidiary Debtors as of the Petition Date.

  • REMIC I Interests The REMIC I Regular Interests and the Class R-I Certificates.

  • New Equity Interests means the limited liability company

  • Preferred Equity Interests means, with respect to any Person, Equity Interests in such Person which are entitled to preference or priority over any other Equity Interest in such Person in respect of the payment of dividends or distribution of assets upon liquidation or both.

  • Existing Equity Interests means any Equity Security, including all issued, unissued, authorized, or outstanding shares of capital stock and any other common stock, preferred stock, limited liability company interests, and any other equity, ownership, or profit interests of Mariposa Intermediate, including all options, warrants, rights, stock appreciation rights, phantom stock rights, restricted stock units, redemption rights, repurchase rights, convertible, exercisable, or exchangeable securities, or other agreements, arrangements, or commitments of any character relating to, or whose value is related to, any such interest or other ownership interest in Mariposa Intermediate, whether or not arising under or in connection with any employment agreement and whether or not certificated, transferable, preferred, common, voting, or denominated “stock” or a similar security.

  • Subsidiary Equity Interests has the meaning specified in Section 5.6.

  • Continuing ownership interest means ownership of or entitlement to more than twenty five per cent of shares or capital or profits of the company;

  • Indirect Ownership Interest means an ownership interest in an entity that has an ownership interest in another entity. Indirect ownership interest includes an ownership interest in an entity that has an indirect ownership interest in another entity.

  • Beneficial Ownership Interest means the right to receive payments and notices with respect to the Bonds held in a Book Entry System.

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

  • Qualified Equity Interests means any Equity Interests that are not Disqualified Equity Interests.

  • Residual Ownership Interest Any record or beneficial interest in the Class R Certificates.

  • Intercompany Interests means an Interest in a Debtor held by another Debtor and, for the avoidance of doubt, excludes the Existing Equity Interests.