Common use of Key Person Event Clause in Contracts

Key Person Event. If, during the Commitment Period, (i) Xxxxxxx X. Xxxxxx and one or more of Xxxxxxx Xxxxxx, Xxxxxxx X. Xxxxxxxx, or Xxxxx X. 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 Xxxxxxx Xxxxxx, Xxxxxxx X. Xxxxxxxx, and Xxxxx X. 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 The Commitment Period shall be re-instated, and the restrictions set forth in clauses (A) and (B) above shall be rescinded, upon the vote or written consent of a Supermajority in Interest of the Common Unitholders.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. If, during the Commitment Period, (i) Xxxxxxx X. Xxxxxx and one two or more of either Messrs. Xxx Xxxxx, Xxxxx Xxxxxxx Xxxxxx, Xxxxxxx X. Xxxxxxxx, or Xxxxx X. Bold Xxx Xxxxxxxxx (each of such four personsthree Persons, a “Key Person” and collectively, the “Key Persons”) resign, are terminated or 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 Xxxxxxx Xxxxxx, Xxxxxxx X. Xxxxxxxx, and Xxxxx X. 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 Entities (the occurrence of such event, a “Key Person Event”), then the Commitment Period Company shall be automatically terminated upon provide written notice to Platinum and other Members, if any, of such Key Person Event (as soon as practicable but in no event later than 10 days of the date of such Key Person Event; provided, however, the “Termination Date”)Members acknowledge and agree that, whereupon to the extent that Messrs. Xxxxx, Xxxxxxx or Xxxxxxxxx continue to remain materially involved in the day-to-day management of the Adviser based on each of their respective roles and responsibilities as of the date of this Agreement, such continued involvement in the day-to-day management of the Adviser following the date of this Agreement shall not be deemed to be a Key Person Event. In addition, each Member acknowledges and agrees that Xx. Xxxxx shall serve as chairman of the Board, and will not be involved in the day-to-day investment activities of the Company and the Related Entities, such that Xx. Xxxxx will provide general oversight of the Company and the Related Entities commensurate with the roles and responsibilities appropriate for a chairman or senior level C-suite executive. If the Adviser does not replace such individual(s) in the manner contemplated herein, then (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 Units and (B) Platinum shall be permitted to remove the Company shall not acquire new Portfolio Investments except as described Adviser unless Xxxxxxxxx Credit Partners proposes replacement(s) to any such Key Persons that are acceptable to Platinum in 6.1.4(a) and (b)its sole discretion. The Commitment Period shall be re-instated, and the restrictions set forth in clauses (A) and (B) above shall be rescinded, rescinded upon the vote or sole written consent of a Supermajority in Interest Platinum within 120 days of the Common Unitholdersany such Key Person Event. Notwithstanding the foregoing, the Adviser is permitted at any time to replace any person Person designated above with a senior professional (including a Key Person) 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 Platinum (in which case, the approved substitute shall be a Key Person in lieu of the person Person replaced). If such replacement(s) end , no later than 90 days after the occurrence date that the Adviser informs Platinum of a its proposed replacement of the Key Person Event, the Commitment Period will automatically be re-instatedPerson.

Key Person Event. If, during the Commitment Period, If two (i2) Xxxxxxx X. Xxxxxx and one or more of Xxxxxxx Gxxxx X. Xxxxxx, Xxxxxxx Axxx X. Xxxxxxxx, Exxx Xxxxxx and any other Person that the Adviser subsequently designates as a “Key Person” with the approval of the Board or Xxxxx X. Bold a Majority-In-Interest of the Members (each of such four personseach, a “Key Person”) fail cease to devote substantially all of his or her their respective business time to the investment activities affairs of the Company Adviser and its Affiliates, the Adviser shall promptly provide notice (the “Key Person Notice”) to each Member and the Related Entities; or Investment Period shall be suspended until the earlier of (i) the one hundred twentieth (120th) calendar day following the date that the Key Person Notice is provided to each Member and (ii) all of Xxxxxxx Xxxxxxthe day on which a replacement Person for such Key Person (or Key Persons, Xxxxxxx X. Xxxxxxxx, and Xxxxx X. Bold fail to devote substantially all of his as applicable) is approved by the Board or her business time to the investment activities by a Majority-In-Interest of the Company and Members (the Related Entities“Suspension Period”); provided, that, during a Suspension Period, a Majority-In-Interest of the Members may elect to end the Suspension Period (in each which case other than as the Investment Period shall resume immediately following such election) or terminate the Investment Period. For the avoidance of doubt, during a result Suspension Period, the Fund may issue Drawdowns or utilize the assets of a Temporary Disability (the Fund only for Permitted Uses. If, prior to the occurrence of such eventa Suspension Period, the Adviser designates a “replacement individual for a departed Key Person Event”), then and such replacement individual is approved by 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 reBoard or a Majority-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 In-Interest of the Common Unitholders. Notwithstanding the foregoingMembers, 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 then such replacement individual shall be deemed a Key Person in lieu of the person replaced). If such replacement(s) end the occurrence of a departed Key Person Event, the Commitment Period will automatically be re-instatedPerson.

Key Person Event. (a) If, during the Commitment Period, (i) Xxxxxxx X. Xxxxxx and one or more of Xxxxxxx Xxxxxx, Xxxxxxx X. XxxxxxxxXxxx Xxxxxxx, or Xxxxx X. 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 Xxxxxxx Xxxxxx, Xxxxxxx X. XxxxxxxxXxxx Xxxxxxx, and Xxxxx X. 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”), and the Adviser does not replace such individual(s) in the manner contemplated in the second following sentence, 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(a) and the last paragraph of 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 foregoingforegoing and subject to 6.3(c) and 6.3(d), 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 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. If, during the Commitment Period, (i) Xxxxxxx Rxxxxxx X. Xxxxxx and one or more of Xxxxxxx Sxxxxxx Xxxxxx, Xxxxxxx X. XxxxxxxxKxxx X’Xxxxx, or Xxxxx Jxxxx X. 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 Xxxxxxx Sxxxxxx Xxxxxx, Xxxxxxx X. XxxxxxxxKxxx X’Xxxxx, and Xxxxx Jxxxx X. 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”), and the Adviser does not replace such individual(s) in the manner contemplated in the second following sentence, 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(a) and the last paragraph of 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 (including a Key Person) 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. If, during the Commitment Period, (i) Xxxxxxx X. Xxxxxx and one or more of Xxxxxxx Xxxxxx, Xxxxxxx X. XxxxxxxxXxxx X’Xxxxx, or Xxxxx X. 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 Xxxxxxx Xxxxxx, Xxxxxxx X. XxxxxxxxXxxx X’Xxxxx, and Xxxxx X. 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”), and the Adviser does not replace such individual(s) in the manner contemplated in the second following sentence, 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(a) and the last paragraph of 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 (including a Key Person) 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.