Continuing Partner definition

Continuing Partner means any holder of Units that elects to receive MergerLP Preferred Units in exchange for its Units, in connection with the Partnership Merger, by delivering to FWOP (y) written notice of such election and (z) an investor questionnaire that confirms certain matters with respect to such holder, including its status as an "accredited investor" under Rule 501 promulgated under the Securities Act of 1933, as amended (the "Securities Act") no later than twenty (20) Business Days from the date that the Consent Solicitation Materials are sent to such holder. Each holder that fails to deliver a timely election notice and/or an investor questionnaire that confirms the matters set forth above within such twenty (20) Business Day period shall be deemed to be an Exiting Partner.
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Continuing Partner means each of (i) DWI II and (ii) Xxx Entertainment, L.L.C.
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Continuing Partner means an individual who is an employee of the Company or any of its Subsidiaries as of immediately prior to the Effective Time and who is admitted as a partner of Parent, Parent UK or Parent India effective as of the Effective Time or whom Parent reasonably anticipates will be admitted as a partner of Parent, Parent UK or Parent India within six months after the Effective Time.
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Examples of Continuing Partner in a sentence

  • Any such reallocated Common Units received by a Continuing Partner shall be deemed for all purposes of this Agreement to be Common Units of such Continuing Partner and subject to the same vesting requirements as the transferring Limited Partner had been prior to the date of the event causing such reallocation.

  • Any reallocated Class A Common Units received by a Continuing Partner pursuant to this Section 2.13(g) shall be deemed for all purposes of this Agreement to be Class A Common Units of such Continuing Partner and subject to the same vesting requirements, if any, in accordance with Section 8.4 as the transferring Limited Partner had been before his breach of Section 2.13(b) or, if applicable, of the relevant non-competition covenants provided in such Partner’s Partner Agreement.

  • Any reallocated Common Units received by a Continuing Partner pursuant to this Section 2.13(g) shall be deemed for all purposes of this Agreement to be Common Units of such Continuing Partner and subject to the same vesting requirements, if any, in accordance with Section 8.4 as the transferring Limited Partner had been before his breach of Section 2.13(b) or, if applicable, of the relevant non-competition covenants provided in such Partner’s Partner Agreement.

  • Any reallocated Class A Common Units received by a Continuing Partner pursuant to this Section 2.13(g) shall be deemed for all purposes of this Agreement to be Common Units of such Continuing Partner and subject to the same vesting requirements, if any, in accordance with Section 8.4 as the transferring Limited Partner had been before his breach of Section 2.13(b) or, if applicable, of the relevant non-competition covenants provided in such Partner’s Partner Agreement.

  • In addition, if there are any Continuing Partner Minimum Ownership Shares with respect to any Partner, such shares shall be first, shares of Pledged Common Stock allocable to such Partner and, second, shares of Common Stock that do not constitute shares of Pledged Common Stock (not to exceed in the aggregate the number of Continuing Partner Minimum Ownership Shares).

  • Any reallocated Class A Common Units received by a Continuing Partner pursuant to this Section 2.13(g) shall be deemed for all purposes of this Agreement to be Class A Common Units of such Continuing Partner and subject to the same vesting requirements, if any, in accordance with Section 8.4 as the transferring Limited Partner had been before his breach of Section 2.13(b) or, if applicable, of the relevant non-competition covenants provided in such Partner's Partner Agreement.

  • D Compliance Test is satisfied and all other conditions to Closing are satisfied or waived by the party authorized to waive such condition, then at the Closing, each Continuing Partner shall retain an interest in the Partnership in the form of Units.

  • However, this correspondence should not beconsidered as a complete match, because the theoretically identified social classes have been generated completely independent of the perception and representation of occupants of those “on-paper” classes.

  • All Units so converted shall no longer be outstanding and shall automatically cease to exist, and each Unit shall thereafter represent only the right to receive that number of MergerLP Preferred Units specified above (the MergerLP Preferred Units issuable in respect of any given Unit pursuant to this Section 3.1(c) are referred to herein as, the "Continuing Partner Consideration" and together with the Exiting Partner Consideration, the "Partnership Merger Consideration").

  • The Continuing Partner is a sophisticated investor, familiar with the business of Xxxxxx so that he is capable of evaluating the merits and risks of his investment in the Xxxxxx Preferred Shares (and the Xxxxxx Company Shares issuable in exchange therefor).


More Definitions of Continuing Partner

Continuing Partner means each of (i) the Vulcan Partners and (ii) Xxx Entertainment, L.L.C.
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Continuing Partner shall have the meaning given to such term in Section 13.2(a).
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Related to Continuing Partner

  • Continuing Member means a member of the Board of Directors of the Company who either (a) was a member of the Company's Board of Directors on the Effective Date and has been such continuously thereafter or (b) became a member of such Board of Directors after the Effective Date and whose election or nomination for election was approved by a vote of the majority of the Continuing Members then members of the Company's Board of Directors.

  • Departing Partner means a former General Partner from and after the effective date of any withdrawal or removal of such former General Partner pursuant to Section 11.1 or 11.2.

  • Dating partner means any person involved in an intimate association with another individual that is primarily characterized by the expectation of affectionate involvement, whether casual, serious, or long-term.

  • Managing Partner means Geodyne Production Company, a Delaware corporation, and any other Person admitted as additional or Substituted Managing Partner pursuant to Article Six of this Agreement.

  • Lead Partner means the lead partner of a joint venture, as described in Sub-Clause

  • Departing General Partner means a former General Partner from and after the effective date of any withdrawal or removal of such former General Partner pursuant to Section 11.1 or Section 11.2.

  • Defaulting Partner shall have the meaning set forth in Section 9.1.

  • Surviving General Partner has the meaning set forth in Section 7.01(d) hereof.

  • Hosting Partners means companies who entered into an agreement with CIPC in the areas of application management; application hosting, application service provision, and marketplace hosting are incorporated in this category.

  • Continuing Trustee means any member of the Board of Trustees who either (a) has been a member of the Board of Trustees for a period of at least thirty-six months (or since the commencement of the Trust’s operations, if less than thirty-six months) or (b) was nominated to serve as a member of the Board of Trustees by a majority of the Continuing Trustees then members of the Board of Trustees.

  • Selling Partner has the meaning set forth in Section 8.5.

  • Co-licensed partner means a person who, with at least one other person, has the right to engage in

  • Intimate partner means: (a) Spouses, or domestic partners; (b) former spouses, or former domestic partners; (c) persons who have a child in common regardless of whether they have been married or have lived together at any time; (d) adult persons presently or previously residing together who have or have had a dating relationship; (e) persons sixteen years of age or older who are presently residing together or who have resided together in the past and who have or have had a dating relationship; and (f) persons sixteen years of age or older with whom a person sixteen years of age or older has or has had a dating relationship.

  • Alliance Partner means "Flatworld Trading Pvt Ltd ", who has entered into an alliance agreement with Axis Bank for purpose of providing the Offer.

  • Redeeming Partner has the meaning set forth in Section 8.6.A.

  • Surviving Partnership has the meaning set forth in Section 11.2.B(ii) hereof.

  • Defaulting Limited Partner means a Limited Partner that has failed to pay any amount owed to the Partnership under a Partnership Loan within 15 days after demand for payment thereof is made by the Partnership.

  • Business Partner means a legal entity that requires use of a Cloud Service in connection with Customer’s and its Affiliates’ internal business operations. These may include customers, distributors, service providers and/or suppliers of Customer.

  • Section 385 Controlled Partnership has the meaning set forth in Treasury Regulation Section 1.385-1(c)(1) for a “controlled partnership”.

  • Managing General Partner means the managing general partner of the Merging Entity where such Merging Entity is a limited partnership.

  • Exchanging Partner has the meaning provided in Section 8.05(a) hereof.

  • Continuing care retirement community means a residential

  • Deep poverty pocket means a population census tract having a

  • Sub-Advisor shall include the Sub-Advisor and/or any of its affiliates and the directors, officers and employees of the Sub-Advisor and/or any of its affiliates.

  • continuing candidate means any candidate not deemed to be elected, and not excluded,

  • Continuing Employee has the meaning set forth in Section 6.7(a).