REIT Transfer definition

REIT Transfer means any of the following Transfers:
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REIT Transfer means the one-time transfer of any shares in MezzCo to Caliber Hospitality, L.P. a Delaware limited partnership that is Controlled by Caliber Hospitality Trust, Inc., a Maryland corporation that has elected or will elect to be taxed as a real estate investment trust under the Code (collectively with Caliber Hospitality, L.P., the “Caliber REIT”) in a transaction that qualifies under Section 721 of the Code; provided that Agent shall have completed its customary “know-your-customer” due diligence on the Caliber REIT. “Related Loan” shall mean a loan made to an Affiliate of Borrower, or secured by a Related Property, that is included with the Loan (or a portion of the Loan) in a Securitization.
Sample 1
REIT Transfer means one or more Transfers as a result of which an aggregate of fifty percent (50%) or more in number of the Investment Properties which exist as of the "determination date" hereinafter described are Transferred into (a) a Real Estate Investment Trust in which the Company owns, as of the date of formation of such Real Estate Investment Trust, at least fifty-one percent (51%) of the equity interest in such Real Estate Investment Trust, or (b) a partnership in which a Real Estate Investment Trust is a partner and in which the Company owns, as of the date of formation of such partnership, at least fifty-one percent (51%) of the equity interest in such partnership. The "determination date" for purposes of measuring the base number of Investment Properties against which the fifty percent (50%) shall be applied for purposes of this definition shall be the date of the first Transfer by the Company, after the date of this Agreement, of one or more Investment Properties into (A) a Real Estate Investment Trust in which the Company owns at least fifty-one percent (51%) of the equity interest or (B) a partnership in which a Real Estate Investment Trust is a partner and in which the Company owns at least fifty-one percent (51%) of the equity interest.
Sample 1

Examples of REIT Transfer in a sentence

  • Except as expressly permitted by this Agreement, prior to the Permitted Public REIT Transfer, neither the Borrower nor the Borrower’s Member shall enter into, or be a party to, any transaction with an Affiliate of the Borrower or Borrower’s Member, except in full compliance with the Organizational Documents of the Borrower’s Member as in effect on the Closing Date.

  • You must file Form NYC-RPT and compute your tax due on Schedule 2.● If line 3 is less than or equal to line 2g, the transaction will qualify as a REIT Transfer, provided the other conditions are met.

  • If you are filing Form NYC-RPT reporting a REIT Transfer that qualifies as a mere change in identity or form of ownership or organization, you must also complete Schedule M.

  • Subject to satisfaction of all of the conditions contained herein, Lender consents to the Transfer and Assumption as a REIT Transfer pursuant to Section 5.26.2(d) of the Loan Agreement.

  • Borrower hereby represents that, other than in connection with the Loan, the Loan Documents, any Permitted Encumbrances and any Permitted REIT Transfer, as of the date hereof, there exists no Sale or Pledge of (i) the Property or any part thereof or any legal or beneficial interest therein or (ii) any interest in any Restricted Party.

  • The parties agree that the transfer taxes to be deducted from the Purchase Price at Closing shall equal 24.5% of the amount of transfer taxes computed as if the Property were transferred in a transaction that qualified as a REIT transfer (a “REIT Transfer”) for New York State and New York City transfer tax purposes whether or not the Transaction actually qualifies as a REIT Transfer.

  • Any such REIT Transfer shall also meet the transfer requirements set forth in Section 5.1.7(o) (ii) and (iii).

  • Incremental Transfer taxes arising for any other reason including the failure of the Transaction to qualify as a REIT Transfer (other than a true up of any transfer taxes payable pursuant to Section 14.1 below) shall be borne solely by the Operating Partnership.

  • The following universal wall-crossing formula generalizes results of [W], [KM] and [LL].

  • In connection with any REIT Transfer, Borrower and/or the members shall execute such assumption agreements, and provide Lender with such additional materials, as Lender may require, including, without limitation, any required date down endorsements of its title policy, if any.


More Definitions of REIT Transfer

REIT Transfer shall have the meaning set forth in Section 5.2.10(e) hereof.
Sample 1

Related to REIT Transfer

  • credit transfer means a payment service for crediting a payee’s payment account with a payment transaction or a series of payment transactions from a payer’s payment account by the payment service provider which holds the payer’s payment account, based on an instruction given by the payer;

  • Exempt Transfer means, in relation to shares held by a member:

  • Asset Transfer means a sale, lease, exclusive license or other disposition of all or substantially all of the assets of the Company.

  • Permitted Transfer has the meaning set forth in Section 10.02.

  • Budget transfer means transfer of funding within a function / vote.

  • Proposed Transfer means any proposed assignment, sale, offer to sell, pledge, mortgage, hypothecation, encumbrance, disposition of or any other like transfer or encumbering of any Capital Stock (or any interest therein) proposed by any of the Affected Holders.

  • OP means open pit and “UG” means underground.

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

  • Qualified Transferee means an “accredited investor” as defined in Rule 501 promulgated under the Securities Act.

  • Title Transfer as herein used means transfer of ownership reported in the records of Carrier of a stated quantity of Petroleum in the custody of Carrier from one entity to another.

  • Subsequent Transfer Instrument: Each Subsequent Transfer Instrument, dated as of a Subsequent Transfer Date, executed by the Trustee and the Depositor substantially in the form attached hereto as Exhibit I, by which Subsequent Loans are transferred to the Trust Fund.

  • Non-Transfer Event means any event or other changes in circumstances other than a purported Transfer, including, without limitation, any change in the value of any Shares.

  • Securitization Transfer The sale or transfer of some or all of the Mortgage Loans to a trust or other entity as part of a publicly-issued or privately-placed, rated or unrated mortgage pass-through or other mortgage-backed securities transaction.

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Post-Event Transferee shall have the meaning set forth in Section 7(e) hereof.

  • Permitted Transfers has the meaning set forth in Section 4.2.17(d).

  • Type II transfer means that phrase as defined by Section 3 of the Executive Organization Act of 1965, 1965 PA 380, MCL 16.103.

  • Proposed Transferee has the meaning set forth in Section 2.4(a).

  • Exempt Transaction means an increase in the percentage of the outstanding shares of Common Stock or the percentage of the combined voting power of the outstanding Voting Stock of the Company beneficially owned by any Person solely as a result of a reduction in the number of shares of Common Stock then outstanding due to the repurchase of Common Stock or Voting Stock by the Company, unless and until such time as (a) such Person or any Affiliate or Associate of such Person shall purchase or otherwise become the Beneficial Owner of additional shares of Common Stock constituting 1% or more of the then outstanding shares of Common Stock or additional Voting Stock representing 1% or more of the combined voting power of the then outstanding Voting Stock, or (b) any other Person (or Persons) who is (or collectively are) the Beneficial Owner of shares of Common Stock constituting 1% or more of the then outstanding shares of Common Stock or Voting Stock representing 1% or more of the combined voting power of the then outstanding Voting Stock shall become an Affiliate or Associate of such Person.

  • General Partner Interest means a Partnership Interest held by the General Partner, in its capacity as general partner. A General Partner Interest may be expressed as a number of Partnership Units.

  • Designated Payment/Transfer Office means (i) with respect to the initial Paying Agent/Registrar named herein, its office in Dallas, Texas, or at such other location designated by the Paying Agent/Registrar and (ii) with respect to any successor Paying Agent/Registrar, the office of such successor designated and located as may be agreed upon by the City and such successor.

  • REIT Shares Amount means a number of REIT Shares equal to the product of the number of Partnership Units offered for exchange by a Tendering Party, multiplied by the Conversion Factor as adjusted to and including the Specified Redemption Date; provided that in the event the General Partner issues to all holders of REIT Shares rights, options, warrants or convertible or exchangeable securities entitling the stockholders to subscribe for or purchase REIT Shares, or any other securities or property (collectively, the “rights”), and the rights have not expired at the Specified Redemption Date, then the REIT Shares Amount shall also include the rights issuable to a holder of the REIT Shares Amount of REIT Shares on the record date fixed for purposes of determining the holder of REIT Shares entitled to rights.

  • General Partner Units has the meaning assigned to such term in the Partnership Agreement.

  • General Partner Unit means a fractional part of the General Partner Interest having the rights and obligations specified with respect to the General Partner Interest. A General Partner Unit is not a Unit.

  • 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.

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