Owning Entities definition

Owning Entities as applicable, specified on Exhibit D attached hereto next to such Significant Subsidiary owns or collectively own, as applicable, (of record) 100% of the limited partner interest, limited liability company interest or other equity interest in such Significant Subsidiary. Each such general partner interest, limited partner interest, limited liability company interest and other equity interest has been duly authorized and validly issued in accordance with the Constitutive Documents of the Partnership and each respective Significant Subsidiary, is fully paid (to the extent required under its respective Constitutive Documents) and non-assessable (except (x) with respect to those Significant Subsidiaries that are Delaware limited partnerships, as such nonassessability may be affected by Sections 17-303, 17-607 and 17-804 of the Delaware LP Act, (y) with respect to those Significant Subsidiaries that are Delaware limited liability companies, as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”), or (z) with respect to Manta Ray, as such nonassessability may be affected by Sections 101.206 and 101.613 of the Texas Business Organizations Code), and, in each case, is owned as specified in the two preceding sentences, free and clear of all liens, encumbrances, security interests, charges or claims (i) in respect of which a financing statement under the Uniform Commercial Code of the State of Delaware naming the General Partner or any respective Owning Entity as a “debtor” was on file as of March [●], 2017 in the office of the Secretary of State of the State of Delaware or (ii) otherwise known to us, in the case of (i) and (ii), other than those (A) created under the Delaware LP Act or the Delaware LLC Act, (B) created in connection with the Partnership’s or the Significant Subsidiaries’ credit facilities constituting Partnership SEC Documents, (C) created by the Constitutive Documents of the Partnership Entities, or (D) as disclosed in the Preliminary Prospectus and the Prospectus Supplement.
Owning Entities. (or "Owning Entity") shall mean any entity who owns (or is a tenant under a ground or master lease) any of the Real Property or Improvements
Owning Entities means any Person or Persons, other than Owner, owning a Property, provided that Owner holds, Directly or Indirectly, a Beneficial Interest in such Person or Persons. Reference to the Owning Entities includes each Owning Entity.

Examples of Owning Entities in a sentence

  • The Borrower, the Aircraft Owning Entities and the Owner Participants shall enter into a market standard servicing agreement (or administrative agency agreement or cash management agreement, as applicable) with any successor Service Provider with market acceptance for the servicing of a portfolio of aircraft and aircraft leases in form and substance satisfactory to the Administrative Agent.

  • The Borrower will be permitted to guarantee the obligations under Leases of the Aircraft Owning Entities and the Applicable Intermediaries.

  • The Borrower shall not, and shall cause each Borrower Subsidiary not to, make, issue, or become liable on any Contingent Liabilities, except (a) the Security Trust Agreement and the other Transaction Documents, (b) guarantees of the Indebtedness allowed under Section 10.27, (c) endorsement in the ordinary course of business of negotiable instruments for deposit or collection and (d) in the case of the Borrower, guarantees of the obligations of Aircraft Owning Entities and Applicable Intermediaries.

  • The Borrower has no Subsidiaries other than the Aircraft Owning Entities, Applicable Intermediaries and Owner Participants and any Persons owning beneficial interests therein.

  • The Borrower shall cause each Borrower Subsidiary to ensure that all transactions between such Borrower Subsidiary and any of its Affiliates shall be only on an arm’s-length basis (it being understood and agreed that the foregoing shall not prohibit transfers by the Borrower of Equity Interest in Aircraft Owning Entities to one or more newly formed Borrower Subsidiaries, or any related transactions, in connection with any Approved Restructuring).

  • The respective interests of CPA:14 in and to the Owning Entities which own the Properties are collectively referred to as the “Interests”.

  • Any debts, taxes or claims of third parties arising out of Owning Entities’ ownership and possession of the Property or the conduct of any business conducted by Owning Entities after the Closing Date (not specifically caused by the breach of any of Duke’s representations, warranties or covenants contained herein) and the accrual of the Company’s right to the Property as the new Member of Owning Entity are to be the exclusive responsibility of the Company.

  • CPA:14 shall promptly notify Buyer of any casualty affecting any Property to the extent that Buyer, as owner directly or indirectly of an interest in the Owning Entities, has not otherwise been advised of the same.

  • The Borrower, the Aircraft Owning Entities and the Owner Participants shall enter into a market standard management agreement with any successor Manager for the provision of management services in form and substance substantially the same as the Management Agreement or otherwise reasonably satisfactory to the Majority Lenders.

  • The proceeds of the Advances are to be used solely to finance the purchase by the Borrower, on a “true sale” basis, of Equity Interests in Aircraft Owning Entities and Owner Participants, which interests have been acquired from the applicable Sellers pursuant to the related Aircraft Acquisition Documents (collectively, the “Borrower Acquisition”).


More Definitions of Owning Entities

Owning Entities means the partnerships or other entities which directly own the real estate interests indirectly held by the Company.