Guardian Partners definition

Guardian Partners has the meaning set forth in the preamble of this Agreement.
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Examples of Guardian Partners in a sentence

  • Effective as of the date of this Agreement, all of the authorized and issued Units held by Guardian AIV and Guardian Partners shall be deemed to be reclassified, converted into and exchanged for Common Membership Units as set forth on Schedule A hereto.

  • Xxxxx Title: Authorized Person New Mountain Guardian Partners II, L.P., By: New Mountain Guardian II GP, L.L.C. its General Partner By: /s/ Xxxxx X.

  • Xxxxx III Title: Managing Director, Authorized Person New Mountain Guardian Partners II, L.P., By: New Mountain Guardian II GP, L.L.C. its General Partner By: /s/ Xxxxx X.

  • Xxxxx Title: Managing Director, Authorized Person New Mountain Guardian Partners II, L.P., By: New Mountain Guardian II GP, L.L.C. its General Partner, as a Lender By: /s/ Xxxxx X.

  • Upon the terms and subject to the conditions of this Agreement, Guardian Partners Leveraged, as the Surviving Company, shall file the Certificate of Merger with the Secretary of State of the State of Delaware pursuant to and in accordance with the Delaware Act and shall make all other filings or recordings as may be required under the Delaware Act and any other applicable law in order to effect the Second Guardian Merger.

  • This will result in the issuance of 20,221,938 common membership units of the Operating Company (which are exchangeable on a one-for-one basis into shares of New Mountain Finance common stock) to AIV Holdings and 1,252,964 shares of New Mountain Finance common stock to Guardian Partners for their respective ownership interests in the Predecessor Entities.

  • New Mountain Guardian AIV, L.P., a Delaware limited partnership (“Guardian AIV”), is the sole member of the Operating Company, and Guardian Partners is the sole member of Guardian Partners Leveraged.

  • Distributions/Contributions For the period from March 31, 2011, to April 15, 2011, Guardian AIV and Guardian Partners received aggregate contributions of $23.3 million from our investors in the Predecessor Entities and made no distributions to the partners of Guardian AIV and Guardian Partners.

  • The Guardian Partners Leveraged LLC Agreement shall be the limited liability company agreement of the Surviving Company unless and until amended in accordance with its terms and applicable law.

  • Xxxxx Title: Authorized Person LENDER New Mountain Guardian Partners II, L.P., By New Mountain Guardian II GP L.L.C., its General Partner By: By: /s/ Xxxxx X.

Related to Guardian Partners

  • General partnership means an organization formed under chapters 45-13 through 45-21.

  • General Partner has the meaning set forth in the Preamble.

  • General Partners means all such Persons.

  • Partners means the General Partner and the Limited Partners.

  • Operating Partnership has the meaning set forth in the preamble.

  • Partnership Representative has the meaning set forth in Section 5.2(a).

  • 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.

  • Sub-Manager Any Person with which the Property Manager or the Special Servicer has entered into a Sub-Management Agreement.

  • Former Partner means (i) with respect to a Partner that is a trust, a Partner that has ceased to be a Qualified Trust, and has become a Former Partner, pursuant to the terms of Section 1.78; (ii) with respect to a Partner that is an Entity, a Partner that has ceased to be a Qualified Entity, and has become a Former Partner, pursuant to the terms of Section 1.18; (iii) a Partner that has become a Bankrupt Partner and a Former Partner, pursuant to the terms of Section 1.7; (iv) a Partner that has become a Pledgor Partner and a Former Partner, pursuant to the terms of Section 1.74; and (v) a Partner that ceases to be a Participating Stockholder with respect to the Class B Shares of each Company in which the Partnership owns Class B Shares.

  • Initial Limited Partners means the Organizational Limited Partner (with respect to the Common Units and Subordinated Units received by it as described in Section 5.1), the General Partner (with respect to the Incentive Distribution Rights received by it as described in Section 5.1) and the Underwriters, in each case upon being admitted to the Partnership in accordance with Section 10.1.

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

  • Sole Member means the Person listed on Schedule A hereto, as amended from time-to-time, who owns the sole Membership Interest in the Company upon such terms and conditions as provided in this Agreement and under the Act.

  • Blackstone means collectively, The Blackstone Group L.P., a Delaware limited partnership, and any Affiliate thereof (excluding any natural persons and any portfolio companies of any Blackstone-sponsored fund).

  • Partnership Subsidiary means Host LP and any partnership, limited liability company, or other entity treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes in which either Host REIT or Host LP owns (or owned on or after January 1, 1999) an interest, either directly or through one or more other partnerships, limited liability companies or other entities treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes (whether or not Host REIT or Host LP has a controlling interest in, or otherwise has the ability to control or direct the operation of, such entity). Notwithstanding the foregoing, the term “Partnership Subsidiary” shall not in any way be deemed to include the Non-Controlled Subsidiaries or subsidiaries thereof, the Taxable REIT Subsidiaries or subsidiaries thereof, or the Subsidiary REITs or subsidiaries thereof.

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

  • Disqualified Partnership Any domestic entity classified as a partnership under the Code if any of its direct or indirect beneficial owners (other than through a U.S. corporation) are (or, under the applicable partnership agreement, are permitted to be) Disqualified Non-United States Tax Persons.

  • Managing Partner means KKR Management LLC, a Delaware limited liability company.

  • 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.

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

  • Carlyle means Carlyle Investment Management, LLC.

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.