Common use of Contribution Transaction Clause in Contracts

Contribution Transaction. At the Closing and subject to the terms and conditions contained in this Agreement: (a) SCLP shall and does, effective as of the Closing, hereby assign, set over and transfer to the Operating Partnership, absolutely and unconditionally and free and clear of all Liens, except for Permitted Liens, the Minority Partner Interests, in exchange for the consideration set forth in Section 1.02. (b) SCLP shall and does, effective as of the Closing, hereby assign, set over and transfer the Sub 1 Ownership Interests to Sub 1, and the Sub 2 Ownership Interests to Sub 2. (c) Sub 1 shall and does, effective as of the Closing, hereby assign, set over and transfer to the REIT, absolutely and unconditionally and free and clear of all Liens, except for Permitted Liens, the Sub 1 Ownership Interests, in exchange for the consideration set forth in Section 1.02. (d) Sub 2 shall and does, effective as of the Closing, hereby assign, set over and transfer to the Operating Partnership, absolutely and unconditionally and free and clear of all Liens, except for Permitted Liens, the Sub 2 Ownership Interests, in exchange for the consideration set forth in Section 1.02. (e) SCGP shall and does, effective as of the Closing, hereby assign, set over and transfer to the Operating Partnership, absolutely and unconditionally and free and clear of all Liens, except for Permitted Liens, all of SCGP’s right title and interest in and to the GP Holder Stock, in exchange for the consideration set forth in Section 1.02. (f) Pursuant to the Operating Partnership Agreement, the Operating Partnership has accepted the Sub 1 Ownership Interests from the REIT in exchange for OP Units;