Electing Partners definition

Electing Partners has the meaning set forth in Section 9.01(e).
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Electing Partners has the meaning set forth in Section 14.03(a).
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Examples of Electing Partners in a sentence

  • Such election to pursue an alternative to winding up of the Partnership must be made by the Electing Partners within 60 days of the Electing Partners' becoming actually aware of the occurrence of the event causing dissolution.

  • Unless required by applicable law, the occurrence of any event under Section 10.2 hereof, other than under Sections 10.2(d) and 10.2(e) hereof, shall not require the winding up of the Partnership if the Partners not initiating or causing the event to occur (the "Electing Partners") make the election provided for in Section 10.4 hereof.

  • If at the end of the Election Period, the aggregate percentage of the Transferred Interest specified by the Electing Partners in Election Notices is equal to or greater than 100%, then the Transferring Member shall transfer the Transferred Interest to such Electing Members on a prorata basis in accordance with the percentages of the Transferred Interest set forth in their respective Election Notices, and in accordance with all other terms set forth in the Transfer Notice.

  • To avoid the winding up of the Partnership as provided in Section 10.3 hereof, the Electing Partners, if allowed by applicable law, may elect (for events other than events under Section 10.2(d) or 10.2(e) hereof) to have the Partnership continue as if such event had not occurred; provided that, any waiver shall not be deemed to require such a waiver in regard to any future or other event.

  • The shares of Holdco Sub Class A Common Stock issued to the Share Electing Partners and the Transferors pursuant to Section 2.2(b), when issued in accordance with the terms hereof, will be duly authorized, validly issued, fully paid and nonassessable and not subject to preemptive rights, and will be free and clear of any Lien or Restriction (other than any Lien or Restriction imposed pursuant to the terms of this Agreement).

  • The Share Electing Partners and the Share Electing Transferors shall have executed and delivered to Parent signed counterparts of the Standstill Agreement.

  • The shares of Holdco Sub Class A Common Stock to be issued to the Share Electing Partners and the Transferors pursuant to Section 2.2(b) shall have been approved for quotation on the NASDAQ National Market, subject to official notice of issuance.

  • Such Partner's allocable interest in the total number of shares of Company Class A Common Stock and the Warrants owned by the Partnership is set forth on Schedule 2.2(a) in the case of Cash Electing Partners (which term shall for purposes of this Section 3.3 include Transferor III) and Schedule 2.2(b) in the case of Share Electing Partners (which term shall for purposes of this Section 3.3 include Transferor I and Transferor II).

  • Parent and Holdco Sub shall use their reasonable best efforts to cause the shares of Holdco Sub Class A Common Stock to be issued to the Share Electing Partners and the Transferors pursuant to Section 2.2(b) to be approved for quotation on the NASDAQ National Market, subject to official notice of issuance.

  • The Electing Partners shall remain obligated to pay any and all reasonable out-of-pocket expenses (including attorneys' fees and expenses) incurred by each Class A Limited Partner in enforcing any rights under this Section 14.03.

Related to Electing Partners

  • 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.

  • 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 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.

  • General Partners means all such Persons.

  • Limited Partners means all such Persons.

  • Partners means the General Partner and the Limited Partners.

  • Majority in Interest of the Limited Partners means Limited Partners holding in the aggregate Percentage Interests that are greater than fifty percent (50%) of the aggregate Percentage Interests of all Limited Partners.

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

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

  • Investor Limited Partner means any Limited Partner so designated at the time of its admission as a partner of the Partnership.

  • 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.

  • General Partner means the Company or its successors as general partner of the Partnership.

  • Initial Members means those Persons whose names are set forth in the first sentence of this Agreement. A reference to an “Initial Member” means any of the Initial Members.

  • Service Partners means any successful vendor who is awarded the proposal or who entered into an agreement with CIPC and/or its clients to offer consulting services in areas such as but not limited to, strategic e-business consulting, evaluation, implementation and continuous improvement or system integration.

  • Commercial Partners means any third party with whom a contract is lawfully concluded for the exploitation of the Commercial Rights;

  • Stockholders’ Representative has the meaning set forth in the Preamble.

  • Non-Managing Member means any Member other than the Managing Member.

  • Initial Limited Partners means the Organizational Limited Partner (with respect to the Common Units and Subordinated Units received by it pursuant to Section 5.2), the General Partner (with respect to the Incentive Distribution Rights) and the Underwriters, in each case upon being admitted to the Partnership in accordance with Section 10.1.

  • Majority in Interest of the Partners means Partners holding in the aggregate Percentage Interests that are greater than fifty percent (50%) of the aggregate Percentage Interests of all Partners entitled to Consent to or withhold Consent from a proposed action.

  • Managing Member means CEF Equipment Holding, L.L.C., a Delaware limited liability company or any successor Managing Member under the Issuer Limited Liability Company Agreement.

  • Shareholders’ Representative has the meaning set forth in the Preamble.

  • Trading Partner means any external computer interoperating with a Licensed Component through one or more protocols, one or more networks, or one or more adapters;

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

  • Consenting working interest owner means any working interest owner who enters into an agreement with SWN pertaining to the operation of the Posey B Unit.