Fund Structure Clause Samples

Fund Structure. No Borrower shall transfer, withdraw or assign its equity interest in any other Loan Party or its obligations under the Loan Documents to any other Person other than a Person that is or becomes a Borrower hereunder, without the prior written consent of the Administrative Agent, which consent may be granted or withheld in the Administrative Agent’s sole and absolute discretion. Notwithstanding the foregoing, this Section 10.16 shall not apply to special purpose vehicles established as borrowers under other credit facilities or for the purpose of securitizations.

Fund Structure. (a) The Partnership will invest in real estate properties in the United States indirectly through Operating Companies in which the Partnership holds or hereafter acquires a direct or indirect interest. The term “Operating Company” means an Entity in which the Partnership holds a direct or indirect equity interest and which may issue equity interests to one or more Persons which are not Affiliates of the Partnership. The Partnership may from time to time organize such Operating Companies as the Managing General Partner deems necessary or advisable to accomplish the objectives of the Partnership, so long as the Constituent Documents of any such Operating Company, together with any other agreements entered into in connection with the organization of such Operating Company, provide the Partnership, the Managing General Partner or another H▇▇▇▇ Controlled Entity, directly or indirectly, with Control of such Operating Company. The Partnership, each Operating Company and any Entity in which an Operating Company holds a direct or indirect interest is sometimes referred to in this Agreement as a “Fund Entity”. The Partnership and all other Fund Entities collectively are sometimes referred to herein as the “Fund”. Each Partner, and each Person that holds an equity interest in any Operating Company or other Fund Entity or which makes an equity investment in any Property in which any Operating Company invests, and which is designated as such by the Managing General Partner, shall be deemed a “Fund Investor”. The Managing General Partner shall promptly notify each Partner of the identity and notice address of any Person designated a Fund Investor.

Fund Structure. No General Partner shall transfer, withdraw or assign its interest in any applicable Fund or its obligations under the Loan Documents without the prior written consent of the Administrative Agent, which consent may be granted or withheld in the Administrative Agent’s sole and absolute discretion.

Fund Structure. (a) The Partnership will invest in real estate properties in the United States indirectly through Operating Companies in which the Partnership holds or hereafter acquires a direct or indirect interest. The Partnership may from time to time organize such Operating Companies as the Managing General Partner deems necessary or advisable to accomplish the objectives of the Partnership, so long as the Constituent Documents of any such Operating Company, together with any other agreements entered into in connection with the organization of such Operating Company, provide the Partnership, the Managing General Partner or another H▇▇▇▇ Controlled Entity, directly or indirectly, with Control of such Operating Company. The Partnership, each Operating Company and any Entity in which an Operating Company holds a direct or indirect interest is sometimes referred to in this Agreement as a “Fund Entity”. The Partnership and all other Fund Entities collectively are sometimes referred to herein as the “Fund”. Each Partner, and each Person that holds an equity interest in any Operating Company or other Fund Entity or which makes an equity investment in any Property in which any Operating Company invests, and which is designated as such by the Managing General Partner, shall be deemed a “Fund Investor”. The Managing General Partner shall promptly notify each Partner of the identity and notice address of any Person designated a Fund Investor. (b) As of the date of this Agreement, the Fund consists of the Partnership, NY Trust and the subsidiaries of NY Trust, NY Trust II and the subsidiary of NY Trust II and US Core Trust and the subsidiaries of US Core Trust, including US Core Properties and the subsidiaries of US Core Properties. The organizational structure of the Fund is as set forth on Schedule 5.1. The Partnership shall take such action as from time to time may be necessary to ensure that the Partnership has the right, by virtue of share ownership, voting agreement or otherwise, to designate a majority of the Board of Trustees of US Core Trust and to vote or direct the vote of a majority of the voting securities of US Core Trust at anytime outstanding. The Partnership shall not, without the consent of the Partners by a Majority Partner Vote, consent to or take any action that results in (i) US Core Trust ceasing to be the general partner of US Core Properties, or (ii) US Core Trust issuing any equity securities having rights, privileges or preferences superior to those of...

Fund Structure. No Guarantor shall transfer, withdraw or assign its interest in any Borrower or its obligations under the Loan Documents without the prior written consent of Administrative Agent, which consent may be granted or withheld in Administrative Agent’s sole and absolute discretion.

Fund Structure. Other than in compliance with the provisions of this Credit Agreement, none of the Borrowers shall transfer, withdraw or assign its interest in any other Borrower or its obligations under the Loan Documents without the prior written consent of the Lenders, which consent may be granted or withheld in the Lender’s sole and absolute discretion.

Fund Structure. Please indicate how you would like to distribute the Fund over time.  Endowed Fund: I would like CFU to create an unrestricted endowed fund. Endowed funds provide sustainable support and transformational impact over the long term. Grants are made mainly out of investment income. However, CFU’s Board reserves the right to spend principal in special circumstances outlined in the Investment Policy.  Non-Endowed Fund: I would like CFU to create a non-endowed fund. Non-endowed funds are more flexible. They can be used for short-term, transactional funds to address immediate charitable needs or for longer investments where Donor Advisor(s) would like to have access to full spending balance (above the minimum balance) at all times.

Fund Structure. No Credit Party shall transfer, withdraw or assign its interest in a Borrower or its obligations under the Loan Documents without the prior written consent of the Administrative Agent, which consent may be granted or withheld in Administrative Agent’s sole and absolute discretion. The Credit Parties shall not form any alternative investment vehicles, parallel investment vehicles or similar vehicles without the prior written consent of the Lenders and the Administrative Agent; provided that, for the avoidance of doubt, the Borrowers shall not be restricted from forming special purpose vehicles wholly-owned (directly or indirectly) by the Initial Borrower for the purposes of making and holding Investments.

Fund Structure. If the Exclusive License Agreement is used or pledged as collateral or an asset within another financial structure, such as a fund, any equity raised through that structure shall be considered equity raised by The Borrower. As such, in accordance with Section 5(a) of this Agreement, 50% of the funds raised from such activities must be applied toward the repayment of this loan within three days of receipt.