Examples of SL Member in a sentence
Each Member (other than the WME Member, the SL Member, the KKR Member, the MSD Member, the Xxxxxxxx Member, the January Capital Member and the Xxxx Xxxxx Member) hereby appoints the Company as such Member’s attorney-in-fact (with full power of substitution) and hereby authorizes the Company to execute and deliver in such Member’s name and on its behalf any amendment of this Agreement or other document relating hereto in furtherance of such Member’s rights and obligations pursuant to this Agreement.
Following such good faith discussions, at any time prior to December 31, 2018 or such later date as is unanimously approved by the Board, the SL Member and the KKR Member, acting unanimously, may elect to engage a third party consultant of national reputation to prepare a plan of cost savings for the Company reasonably equivalent to the cost savings identified in the A&M Report (the “New Cost Savings Plan”).
Each of the WME Member, the SL Member, the KKR Member, the Xxxxxxxx Member, the January Capital Member and the MSD Member, for so long as such Member continues to own Units equal to at least the Ownership Minimum, shall be entitled to designate one (1) individual to be a Board observer (each, an “ Board Observer”); provided, that the Board Observers designated by the Xxxxxxxx Member and the January Capital Member may not be employees of the Company or any of its Subsidiaries.
So long as the Aggregate SL Ownership is equal to or exceeds the SL Limited Ownership Minimum, the Company shall not make any tax election or adopt any method of tax allocation in a manner inconsistent with past practice that would materially affect the SL Member in a materially disproportionate manner as compared to the other Members without the SL Member’s prior written consent.
The initial Audit Committee Members shall be the Board Observers appointed by the WME Member, the SL Member and the KKR Member, respectively.
Alternatively the petitioner has claimed that if prayers under this clause are not entertained, relief may be considered under article 12 of the PPA concerning ‘Force Majeure’ events.
In the event of any registered public offering of Equity Securities by the Company (including an IPO), each Investor will have unlimited “piggyback” rights, subject to the cutback described below; provided that, in the case of an IPO, no Former Warrant Investor will have any such piggyback rights unless such registered public offering is an IPO using an Up-C Structure in which either the WME Member or the SL Member sell Equity Securities.
For the avoidance of doubt, a sale or Transfer by the SL Member or the KKR Member of an interest in any Affiliated Blocker shall be treated as a sale or Transfer of a proportionate amount of the Common Units held by such Blocker for purposes of determining whether a Change of Control has occurred.
Each of the WME Member, the SL Member and the KKR Member shall be permitted to appoint a member to the Audit Committee so long as such Person is then entitled to designate a Director to the Board.
For clarity, notwithstanding anything herein to the contrary, the provisions of this Section 11.05 shall not apply to any syndication of any Common Units by the SL Member or its Related Persons in accordance with Section 10.02(d) or any syndication of Class P Units and/or Warrants in accordance with Annex A hereto.