Examples of Feeder Vehicle in a sentence
Notwithstanding any provision in this Agreement (including Section 11.1), the parties hereto acknowledge that, subject to Section 11.2, the General Partner (on its own behalf or on behalf of the Partnership) and its Affiliates may enter into Side Letters with any Private Vehicle, Feeder Vehicle or Private Investor without the approval of any Limited Partner (other than UST) or any other Person which have the effect of establishing rights under, or altering or supplementing the terms of, this Agreement.
Any Offering Materials used to market a direct or indirect interest in a Private Vehicle, a Feeder Vehicle or the Partnership shall include in a prominent place a legend in substantially the same form as the legend on Schedule D.
The parties hereto agree that any terms contained in a Side Letter to or with a Private Vehicle, Feeder Vehicle or Private Investor shall govern with respect to such Private Vehicle, Feeder Vehicle or Private Investor notwithstanding the provisions of this Agreement.
In the event that an investor of any Feeder Vehicle is in default of its obligations to such Feeder Vehicle, the Board or the AIFM may allow such Feeder Vehicle to be treated as a Defaulting Shareholder with respect to that portion of its Capital Contribution corresponding to the amount by which such Feeder Vehicle investor has defaulted.
In the event that an investor of any Feeder Vehicle is excluded from any capital contribution to such Feeder Vehicle, the AIFM may allow such Feeder Vehicle to be treated as an Excluded Shareholder with respect to that portion of its Capital Contribution corresponding to the amount by which such Feeder Vehicle’s investor was excluded.
This shall include (i) reflecting on the books and records of the Partnership a separate Interest held by the Feeder Vehicle with respect to each interest holder therein and (ii) applying the provisions of Article IV as though the interest holder were a direct Limited Partner in the Partnership.
Each Feeder Vehicle shall be controlled by the Manager or an affiliate of the Manager.
As used herein, the term “Fund Expenses” means all expenses or obligations of the ICAV and each Sub-Fund or, except as otherwise provided herein, any Feeder Vehicle, including expenses incurred by the Board, the AIFM or the Portfolio Manager on behalf of the ICAV or any Feeder Vehicle, or otherwise incurred by the Board, the AIFM or the Portfolio Manager in connection with this Instrument or the governing documents of any Feeder Vehicle (other than expenses of the AIFM pursuant to Section 5.08).
The provisions of Section 2.12 shall apply to each Feeder Vehicle, with respect to each of its Feeder Partners, as if such Feeder Partner held an interest directly in the Fund rather than through such Feeder Vehicle.
The Managing Member may, in its sole discretion: (a) form one or more partnerships, limited liability companies, corporations or other entities or investment vehicles (all such Persons formed by the Managing Member, collectively, the “Feeder Vehicles”); and (b) serve, or have an affiliate serve, as a general partner, managing member, manager, management company, or other similar controlling Person of any such Feeder Vehicle.