Put Interests definition

Put Interests shall have the meaning ascribed to such term in Section 12.1.
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Put Interests shall have the meaning set forth in Section 8.8(a) hereof.
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Put Interests refer to the 12.5% Membership Interests held by Leiber as of the date hereof; provided, however, that (1) if Leiber acquires additional Membership Interests following the date hereof, the Put Interests shall only refer to the portion of the Membership Interests constituting the 12.5% of the total Membership Interests that are held by Leiber and (2) if Leiber sells its Membership Interest such that at the time of Leiber's exercise of the Put Option, Leiber, together with its Affiliates, holds less than such Membership Interests held by Leiber and its Affiliates as of the date hereof, then the Put Interests shall refer only to such Membership Interests held by Leiber and such Affiliates as of such time.
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Examples of Put Interests in a sentence

  • At the closing of the Put Option, the Company shall deliver a duly executed assignment of membership interests transferring the Put Interests to APL Sub or its designee, as applicable (the “Put Assignment”).

  • The delivery of the Put Assignment will be deemed a representation and warranty by the Company that: (i) the Company has full right, title and interest in and to the Put Interests; (ii) the Company has all necessary power and authority to transfer the Put Interests; and (iii) the Put Interests are free and clear of any and all liens or encumbrances, other than customary permitted liens.

  • We have quickly become the world’s largest seller of custom shirts and have a 96% reorder rate.

  • If Put Rights pursuant to Section 16(a) are exercised, the Company shall purchase and Optionee shall sell the Put Interests at a date, time and place in Florida to be mutually designated by the Company and Optionee; provided, however, that the date designated for the closing of the purchase and sale shall be no more than 45 days from the date of receipt by the Company of the Put Notice.

  • As of the Payment Date, there are no actions, investigations, suits or proceedings pending or, to the knowledge of Operating Partnership, threatened against or affecting Operating Partnership, the Put Interests, Terrace or the Property, which would be reasonably expected to have a material adverse impact on the business or assets of Terrace or the Property, if adversely determined.

  • No action or proceeding shall have been commenced by or against the Put Member or Terrace under the federal bankruptcy code or any state law for the relief of debtors or for the enforcement of the rights of creditors and no attachment, execution, lien or levy shall have attached to or been issued with respect to any of the Put Member’s interest in the Put Interests or any portion thereof.

  • The Put Member owns the Put Interests free and clear of all security interests, liens, adverse claims, pledges, options, rights of first refusal, agreements, limitations on voting rights, charges, hypothecations and other encumbrances of any nature whatsoever, other than such rights as are set forth in the Operating Agreement.

  • The Shareholder acknowledges that the Interests have not been registered under the Securities Act and understands that the Interests he receives, including but not limited to the Put Interests, the Earn-Out Interests and the Interests received from the exercise of the Reinvestment Right must be held indefinitely unless they are subsequently registered under the Securities Act or such sale is permitted pursuant to an available exemption from such registration requirement.

  • The Put Interests are not the property of, and are not beneficially owned, directly or indirectly, by a Prohibited Person.

  • In the event that the closing of the purchase of the Put Interests following the Put Member’s exercise of the Put Right as contemplated by this Agreement does not occur by reason of any default by PMB of its obligations under this Agreement, then the Put Member shall be entitled to pursue all remedies available at law or in equity, including enforcement of the terms of Section 10 hereof and an action for specific performance, subject to the last sentence of this Section 12.


More Definitions of Put Interests

Put Interests has the meaning specified in Section 3.4(a).
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Put Interests has the meaning set forth in Section 13.6(a).
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Put Interests shall have the meaning set forth in Section 10.2(a)(i).
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Put Interests has the meaning set forth in Section 9.4(a)(iv).
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Related to Put Interests

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

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

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

  • Contributed Interests has the meaning set forth in the recitals to this Agreement.

  • Assigned Interests has the meaning set forth in Section 2 hereof;

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

  • Offered Interests has the meaning set forth in Section 8.5(a).

  • Short Interests means any agreement, arrangement, understanding or relationship, including any repurchase or similar so-called “stock borrowing” agreement or arrangement, engaged in, directly or indirectly, by any Proposing Person, the purpose or effect of which is to mitigate loss to, reduce the economic risk (of ownership or otherwise) of shares of any class or series of the Corporation by, manage the risk of share price changes for, or increase or decrease the voting power of, such Proposing Person with respect to the shares of any class or series of the Corporation, or which provides, directly or indirectly, the opportunity to profit from any decrease in the price or value of the shares of any class or series of the Corporation.

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

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

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

  • Preferred Interests means, with respect to any Person, Equity Interests issued by such Person that are entitled to a preference or priority over any other Equity Interests issued by such Person upon any distribution of such Person’s property and assets, whether by dividend or upon liquidation.

  • 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.

  • Capital Interests in any Person means any and all shares, interests (including Preferred Interests), participations or other equivalents in the equity interest (however designated) in such Person and any rights (other than Debt securities convertible into an equity interest), warrants or options to acquire an equity interest in such Person.

  • 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.

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

  • Other Interests means the legal or equitable estates or interests and other rights in relation to the determination area described in Schedule Five and referred to in paragraph 14;

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

  • Class B Membership Interest means a Class B Membership Interest in Holdings.

  • 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.

  • Related interests means the interests of a coastal State directly affected or threatened by a wreck, such as:

  • Subject Interests means Assignor’s undivided interests in the Subject Lands, as determined prior to giving effect to this Conveyance (or as may be made part of the Subject Interests pursuant to Section 3.1 or 3.2 of the Development Agreement), whether as lessee under leases, as an owner of the Subject Minerals (or the right to extract such Minerals) or otherwise, by virtue of which undivided interests Assignor has the right to conduct exploration, drilling, development and Mineral production operations on the Subject Lands, or to cause such operations to be conducted, or to participate in such operations by paying and bearing all or any part of the costs, risks and liabilities of such operations, to drill, test, complete, equip, operate and produce xxxxx to exploit the Minerals. The “Subject Interests” (a) may be owned by Assignor pursuant to leases, deeds, operating, pooling or unitization agreements, orders or any other instruments, agreements or documents, recorded or unrecorded, (b) include any and all extensions or renewals of leases covering the Subject Lands (or any portion thereof) obtained by Assignor, or any Affiliate thereof, within six (6) months after the expiration or termination of any such lease, and (c) are subject to the Permitted Encumbrances. For the avoidance of doubt, the “Subject Interests” do not include: (i) Assignor’s interests in the Excluded Assets; (ii) Assignor’s rights to substances other than Minerals; (iii) Assignor’s rights to Minerals (other than Assignee Minerals) under contracts for the purchase, sale, transportation, storage, processing or other handling or disposition of Minerals; (iv) Assignor’s interests in, or rights to Minerals (other than Assignee Minerals) held in pipelines, gathering systems, storage facilities, processing facilities or other equipment or facilities, other than Development Xxxxx; or (v) any additional or enlarged interests in the Development Xxxxx, Subject Lands or Subject Minerals acquired by Assignor after the Closing Time, except (1) to the extent any such additional or enlarged interest becomes a part of the Subject Interests by amendment to this Conveyance pursuant to Section 3.1 or 3.2 of the Development Agreement, (2) as may result from the operation of the terms of the instruments creating the Subject Interests, or (3) as may be reflected in extensions and renewals covered by the preceding sentence.

  • 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:

  • Voting Equity Interests means, with respect to any Person, Equity Interests issued by such Person the holders of which are ordinarily, in the absence of contingencies, entitled to vote for the election of directors (or persons performing similar functions) of such Person, even though the right so to vote has been suspended by the happening of such a contingency.

  • Allocated interests means the following interests allocated to each unit:

  • 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.