Alternative Investment Structures Sample Clauses

Alternative Investment Structures. 2.4.1 Alternative Vehicles If the General Partner determines that for legal, tax, regulatory or other similar reasons an investment should be made or otherwise held through an alternative investment structure, the General Partner will be permitted to structure the making or holding of all or any portion of such investment outside of the Fund by requiring any Partner or Partners to make or hold such investment through one or more partnerships or other vehicles (each, an “Alternative Vehicle”) that directly or indirectly will invest in or otherwise directly or indirectly hold such investment on a parallel basis with or in lieu of the Fund, as the case may be. If the General Partner determines, in its sole discretion, that some or all of a Limited Partner’s indirect interest in an Investment held through the Fund should be held through an Alternative Vehicle (or, with respect to an investment held through an Alternative Vehicle, vice versa), or that an investment held through an Alternative Vehicle should be held through a different Alternative Vehicle, after the consummation thereof, the General Partner may, in its sole discretion, cause the Fund to transfer all or the relevant portion of the Investment to an Alternative Vehicle (and vice versa) or between Alternative Vehicles. The General Partner may, where it determines it to be appropriate and notwithstanding any other provision of this Section 2.4, structure an Alternative Vehicle to hold more than one investment and, where applicable, may admit (a) one or more Corporations formed pursuant to Section 2.4.4 as a limited partner thereof corresponding to one or more underlying investments and/or (b) one or more co-investors into any Alternative Vehicle on such terms and conditions as the General Partner determines, so long as the General Partner determines in good faith that (i) the governance and economic rights of the Limited Partners in such Alternative Vehicle correspond to the rights of such Limited Partners in the Fund and (ii) the admission of co-investors into such Alternative Vehicle does not adversely affect the rights and obligations of any Limited Partners admitted to such Alternative Vehicle in any material respect. To the extent Investments are transferred among and between the Fund and Alternative Vehicles after the consummation of such Investments, any such transfer shall be made at cost unless otherwise approved by the Advisory Committee. The General Partner may, where it determines it to b...
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Alternative Investment Structures. 2.9.1 Notwithstanding any other provision of this Agreement to the contrary, if at any time the General Partner determines that for legal, Tax, regulatory or other considerations certain or all of the Partners should participate in a proposed investment of the Partnership or an existing Investment through one or more alternative investment structures, the General Partner may effect the making of all or any portion of such investment outside of the Partnership:
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Alternative Investment Structures. The General Partner shall be entitled at any time to require any investor to participate in (a) particular Investment(s) through a vehicle or investment structure other than the Partnership (in each case an “Alternative Investment Structure”) if , provided that:
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Related to Alternative Investment Structures

  • PIPE Investment (a) Unless otherwise approved in writing by the Company, no Acquiror Party shall permit any amendment or modification to be made to, any waiver (in whole or in part) or provide consent to (including consent to termination), of any provision under any of the Subscription Agreements in a manner adverse to the Company and/or its Subsidiaries. Acquiror shall use commercially reasonable efforts to take, or cause to be taken, all actions and do, or cause to be done, all things necessary, proper or advisable to consummate the transactions contemplated by the Subscription Agreements on the terms and conditions described therein, including maintaining in effect the Subscription Agreements and to: (i) satisfy in all respects on a timely basis all conditions and covenants applicable to Acquiror in the Subscription Agreements and otherwise comply with its obligations thereunder, (ii) in the event that all conditions in the Subscription Agreements (other than those conditions that by their nature are to be satisfied at the Closing) have been satisfied, consummate transactions contemplated by the Subscription Agreements in accordance with the terms thereof; (iii) confer with the Company regarding timing of the Expected Closing Date (as defined in the Subscription Agreements); and (iv) deliver notices to counterparties to the Subscription Agreements sufficiently in advance of the Closing to cause them to fund their obligations immediately prior to the First Merger. Without limiting the generality of the foregoing, Acquiror shall give the Company, prompt written notice: (A) of any amendment to any Subscription Agreement; (B) of any material breach or default (or any event or circumstance that, with or without notice, lapse of time or both, could give rise to any material breach or default) by any party to any Subscription Agreement known to any Acquiror Party; (C) of the receipt of any material notice or other communication from any party to any Subscription Agreement with respect to any actual, potential, threatened or claimed expiration, lapse, withdrawal, breach, default, termination or repudiation by any party to any Subscription Agreement or any provisions of any Subscription Agreement in any material respects; and (D) if Acquiror does not expect to receive all or any portion of the PIPE Investment Amount on the terms, in the manner or from the PIPE Investors as contemplated by the Subscription Agreements.

  • The Investment Account; Eligible Investments (a) Not later than the Withdrawal Date, the Master Servicer shall withdraw or direct the withdrawal of funds in the Custodial Accounts for P&I, for deposit in the Investment Account, in an amount representing:

  • Investment of the Exchange Fund The Exchange Agent shall invest any cash included in the Exchange Fund as directed by Parent on a daily basis. Any interest and other income resulting from such investments shall promptly be paid to Parent.

  • Investment Experience Holder understands that the purchase of this Warrant and its underlying securities involves substantial risk. Holder has experience as an investor in securities of companies in the development stage and acknowledges that Holder can bear the economic risk of such Holder’s investment in this Warrant and its underlying securities and has such knowledge and experience in financial or business matters that Holder is capable of evaluating the merits and risks of its investment in this Warrant and its underlying securities and/or has a preexisting personal or business relationship with the Company and certain of its officers, directors or controlling persons of a nature and duration that enables Holder to be aware of the character, business acumen and financial circumstances of such persons.

  • Investment Funds Unregistered general or limited partnerships or pooled investment vehicles and/or registered investment companies in which the Company (directly, or indirectly through the Master Fund) invests its assets that are advised by an Investment Manager.

  • Investment Portfolio All investment securities held by Seller or its Subsidiaries, as reflected in the consolidated balance sheets of Seller included in the Seller Financial Statements, are carried in accordance with GAAP, specifically including but not limited to, FAS 115.

  • Investment Assets Those assets of the Fund as the Advisor and the Fund shall specify in writing, from time to time, including cash, stocks, bonds and other securities that the Advisor deposits with the Custodian and places under the investment supervision of the Sub-Advisor, together with any assets that are added at a subsequent date or which are received as a result of the sale, exchange or transfer of such Investment Assets.

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