Key Person Event Clause Samples

Key Person Event. A Key Person Event shall have occurred and a replacement Chief Executive Officer, who shall be satisfactory to the Administrative Agent in its reasonable discretion, shall not have been approved by the Borrower’s Board within ninety (90) days of such Key Person Event.

Key Person Event. If either of ▇▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ or ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ceases to be employed full time by the Borrower and actively working as the Chief Executive Officer and Chief Technology Officer, as applicable, unless within 180 days after such individual ceases to be employed full time and actively working the Borrower hires a replacement for such individual reasonably acceptable to the Lender.

Key Person Event. A Key Person Event shall have occurred; or

Key Person Event. If, during the Commitment Period, (i) ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ and one or more of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, or ▇▇▇▇▇ ▇. Bold (each of such four persons, a “Key Person”) fail to devote substantially all of his or her business time to the investment activities of the Company and the Related Entities; or (ii) all of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, and ▇▇▇▇▇ ▇. Bold fail to devote substantially all of his or her business time to the investment activities of the Company and the Related Entities, in each case other than as a result of a Temporary Disability (the occurrence of such event, a “Key Person Event”), then the Commitment Period shall be automatically terminated upon such Key Person Event (the date of such Key Person Event, the “Termination Date”), whereupon (A) Members will be released from their obligation to fund additional capital contributions with respect to the Common Units, except for purposes permitted after the Commitment Period as described in 6.1.4 and Recallable Amounts as described in 4.5.3 and (B) the Company shall not acquire new Portfolio Investments except as described in 6.1.4(a) and (b). The Commitment Period shall be re-instated, and the restrictions set forth in clauses (A) and (B) above shall be rescinded, upon the vote or written consent of a Supermajority in Interest of the Common Unitholders. Notwithstanding the foregoing, the Adviser is permitted at any time to replace any person designated above with a senior professional selected by the Adviser, with the approval of either a majority of the Independent Directors or by a majority in interest of the Common Unitholders (in which case, the approved substitute shall be a Key Person in lieu of the person replaced). If such replacement(s) end the occurrence of a Key Person Event, the Commitment Period will automatically be re-instated.

Key Person Event. Person ceases to be actively involved in or responsible for the management or investment decision making of Borrower (a “Key Person Event”) and such Key Person shall not have been replaced by another person or persons to whom Galaxy has not made a written objection following written notice from Borrower of such change in Key Person, where “Key Person” means ▇▇▇▇▇ ▇▇▇▇.

Key Person Event. If, at any time during the term of this Agreement, any Key Person or Replacement Investment Professional ceases to spend such amount of such individual’s business time as such individual spent on average for the year prior to the date of this Agreement (except in the case of a Replacement Investment Professional, which shall instead be measured by the business time such individual spent on average for the immediate 12 months prior to the commencement of the Key Person Event) or ceases to principally spend such individual’s business time on the affairs of the Company, then a “Key Person Event” shall be deemed to have occurred.

Key Person Event. Any or all of the Key Persons (or any replacement therefor appointed in accordance with this Section 9.01(q)) ceases to be employed full time by the Borrower and actively working in his or her respective office set forth opposite his or her name in the definition of “Key Persons” in Section 1.01 hereof, unless within 180 days (or such longer period of time as the Administrative Agent shall approve in its sole discretion, such approval not to be unreasonably withheld so long as the Borrower is diligently conducting its search) after such individual ceases to be employed full time and actively working, the Borrower hires a replacement that is either (i) acceptable to the Required Lenders (such acceptance not to be unreasonably withheld) or (ii) a Permitted Successor; or

Key Person Event. If [*] ceases to be employed full time by the Borrower and actively working as [*] unless within [*] days after such individual ceases to be employed full time and actively working the Borrower hires a replacement for [*] reasonably acceptable to the Lender.

Key Person Event. If, during the Commitment Period, (i) M▇. ▇▇▇▇▇▇ and one or more of M▇. ▇▇▇▇▇▇, M▇. ▇▇▇▇▇▇▇ and M▇. ▇▇▇▇ (each of such four Persons, a “Key Person” and collectively, the “Key Persons”) fail to devote substantially all of his or her business time to the investment activities of the Company and the Related Entities; or (ii) M▇. ▇▇▇▇▇▇, M▇. ▇▇▇▇▇▇▇ and M▇. ▇▇▇▇ all fail to devote substantially all of his or her business time to the investment activities of the Company and the Related Entities, in each case other than as a result of a Temporary Disability (the occurrence of such event, a “Key Person Event”), and the Adviser does not replace such individual(s) in the manner contemplated herein, then the Commitment Period shall be automatically terminated upon such Key Person Event, whereupon (A) Members will be released from their obligation to fund additional capital contributions with respect to the Common Units, except for purposes permitted after the Commitment Period as described in 6.1.4(a) and the last paragraph of 6.1.4 and (B) the Company shall not acquire new Portfolio Investments except as described in 6.1.4(a). The Commitment Period shall be re-instated, and the restrictions set forth in clauses (A) and (B) above shall be rescinded, upon the vote or written consent of a Supermajority in Interest of the Common Unitholders. If, during the Commitment Period, any Key Person shall fail to devote substantially all of his or her business time to the investment activities of the Company and the Related Entities other than as a result of a Temporary Disability (the occurrence of such event, a “Key Person Departure”), the Company shall provide written notice to Members of such Key Person Departure within 30 days of the date of such Key Person Departure. If the Company fails to obtain approval of a replacement of a Key Person following a Key Person Departure as provided herein, then notwithstanding anything herein, the Key Person Departure shall be permanent and the Adviser shall not be permitted to replace such Key Person. Notwithstanding the foregoing, the Adviser is permitted at any time to replace any Person designated above with a senior professional (including a Key Person) selected by the Adviser, with the approval of the majority of the Unitholders (in which case, the approved substitute shall be a Key Person in lieu of the Person replaced) no later than 90 days after the date that the Adviser informs the Company of its proposed replacement of the Key ...