Drawdown Purchase. Price As set forth in 3.3.3. Drawdown Unit Amount As set forth in 3.3.3. ERISA Member Any Member that is (a) an “employee benefit plan” within the meaning of Section 3(3) of ERISA and subject to Part 4 of Title I of ERISA; (b) a “plan”, as defined in Section 4975(c)(1) of the Code, to which the provisions of Section 4975 of the Code are applicable; or (c) any other entity or account, any of the assets of which constitute “plan assets”, within the meaning of ERISA, of a plan described in (a) or (b) above. Exchange Act The U.S. Securities Exchange Act of 1934, as amended. Final Closing Date The final date on which the Company will accept Subscription Agreements. Financing As set forth in 4.2.1. Fiscal Year As set forth in 12.5.1. Xxxxxxx Xxxxx XX Group, together with GSAM, Xxxxxxx, Sachs & Co., Xxxxxxx Xxxxx International and their respective subsidiaries and affiliates. GSAM Xxxxxxx Sachs Asset Management, L.P. GS Group The Xxxxxxx Xxxxx Group, Inc. Indemnified Person As set forth in 10.1. Independent Manager As set forth in 3.4.2. Initial Closing Date The first date on which the Company accepts Subscription Agreements relating to the purchase of Common Units from Persons other than the Initial Member or GS Group or an Affiliate. Initial Drawdown Date The first date on which investors (other than the Initial Member or GS Group or an Affiliate) are required to contribute capital for the purchase of Common Units, which is also the first date on which the Company will issue Common Units other than to the Initial Member or GS Group or an Affiliate. Initial Member Xxxxx X. XxXxxxxx. Investment As set forth in 4.1. Investment Company Act The Investment Company Act of 1940, as amended. Investment Management Agreement As set forth in 5.2. Investment Manager Xxxxxxx Xxxxx Asset Management, L.P., a Delaware limited partnership, or any successor thereto. Investment Period The period beginning on the Initial Closing Date and continuing until the first anniversary of the Initial Closing Date, unless extended in the discretion of the Investment Manager.
Drawdown Purchase shall have the meaning set forth in Section 7.1(a).
Drawdown Purchase. Price As set forth in Section 3.4.3.
Examples of Drawdown Purchase in a sentence
Each Member and the Company agrees that on each Drawdown Date, such Member shall purchase from the Company, and the Company shall issue to such Member, a number of Units equal to the Drawdown Unit Amount at an aggregate price equal to the Drawdown Purchase Price; provided, however, that in no circumstance will a Member be required to purchase Units for an amount in excess of its Undrawn Commitment.
More Definitions of Drawdown Purchase
Drawdown Purchase shall have the meaning given to such term in the Subscription Agreements.
Drawdown Purchase. Price As set forth in 6.1.2. ERISA The United States Employee Retirement Income Security Act of 1974 and (unless the context otherwise requires) the rules and regulations promulgated thereunder, as amended from time to time, or any successor statute thereto. ERISA Member Any Member that is (a) an “employee benefit plan” within the meaning of Section 3(3) of ERISA and subject to Part 4 of Title I of ERISA, (b) a “plan,” as defined in Section 4975(e)(1) of the Code, to which the provisions of Section 4975 of the Code are applicable, or (c) any other entity or account, any of the assets of which constitute “plan assets,” within the meaning of ERISA, of a plan described in (a) or (b) above. Freely Tradable Security Any security that satisfies the following conditions: (a) The Company’s entire holding of such securities can be immediately sold by the Company to the general public without the necessity of any federal, state or local government consent, approval or filing that has not been obtained or made at or prior to the time such determination is being made (other than any notice filings of the type required pursuant to Rule 144(h) under the Securities Act or Sections 13 and 16 of the United States Securities and Exchange Act of 1934, as amended), including, without limitation, securities that can be immediately sold pursuant to an effective registration statement filed under the Securities Act, and (b) Such securities are traded on a Public Securities Market and market quotations are readily available for such security. If only a portion of the Company’s holdings of securities satisfies the requirements of the preceding sentence, that portion of the Company’s holdings of such securities shall constitute Freely Tradable Securities. In addition to the foregoing, in the case of a distribution of securities in kind, such securities shall also constitute Freely Tradable Securities if the entire portion of the distribution made to a Member can be immediately sold by them under the terms provided for in clause (a) of this definition and the condition provided for in clause (b) of this definition is satisfied, assuming for purposes of this sentence that no Member is or has been an Affiliate of the issuer of such securities and without regard to any restrictions on sale applicable to particular Members because of such Member. For avoidance of doubt, no security which is subject to a lock-up or other contractual agreement to which the Company is a party or is otherwi...