Consideration and Manner of Payment. A In consideration for the contribution of the Property by the Contributor to the Partnership, subject to the terms and conditions herein, the Partnership agrees to issue to the Contributor or to the partners of the Contributor as designated in writing by the Contributor (collectively, the "Designees" and individually, a "Designee") limited partnership interests in the Partnership (collectively, the "Units" and each one of the Units, a "Unit") having a value, determined as described in paragraph C below, of Thirteen Million Four Hundred Thirty-Four Thousand Five Hundred and Sixty-Three and no/100 Dollars ($13,434,563) (the "Contributor's Contribution Value"). Notwithstanding the above, the Contributor may only designate individuals or entities to be Designees who have established to the reasonable satisfaction of the Partnership that they are accredited investors under applicable securities laws. B In consideration for the contribution of the Management Agreement by Tower to the Partnership, subject to the terms and conditions herein, the Partnership agrees to issue Units having a value, determined as described in paragraph C below, of Seven Hundred Seven Thousand Eighty-Two and no/100 Dollars ($707,082) ("Tower's Contribution Value"). Notwithstanding anything to the contrary herein, the Partnership shall be required to issue the Units to Tower and Tower shall be obligated to contribute the Management Agreement to the Partnership only if and when the Closing occurs with respect to the contribution of the Property by the Contributor to the Partnership.
Appears in 1 contract
Sources: Contribution Agreement (Home Properties of New York Inc)
Consideration and Manner of Payment. A In consideration for the contribution of the Property by the Contributor to the Partnership, subject to the terms and conditions herein, the Partnership agrees to issue to the Contributor or to the partners of the Contributor as designated in writing by the Contributor (collectively, the "Designees" and individually, a "Designee") limited partnership interests in the Partnership (collectively, the "Units" and each one of the Units, a "Unit") having a value, determined as described in paragraph C below, of Thirteen Eleven Million Four Six Hundred ThirtyForty-Six Thousand Three Hundred and Forty-Four Thousand Five Hundred and Sixty-Three and no/100 Dollars ($13,434,56311,646,344) (the "Contributor's Contribution Value"). Notwithstanding the above, the Contributor may only designate individuals or entities to be Designees who have established to the reasonable satisfaction of the Partnership that they are accredited investors under applicable securities laws. B In consideration for the contribution of the Management Agreement by Tower to the Partnership, subject to the terms and conditions herein, the Partnership agrees to issue Units having a value, determined as described in paragraph C below, of Seven Six Hundred Seven Twelve Thousand EightyNine Hundred Sixty-Two Six and no/100 Dollars ($707,082612,966) ("Tower's Contribution Value"). Notwithstanding anything to the contrary herein, the Partnership shall be required to issue the Units to Tower and Tower shall be obligated to contribute the Management Agreement to the Partnership only if and when the Closing occurs with respect to the contribution of the Property by the Contributor to the Partnership.
Appears in 1 contract
Sources: Contribution Agreement (Home Properties of New York Inc)