Adverse Partner definition
Examples of Adverse Partner in a sentence
Each Purchasing Partner shall be liable to the Adverse Partner only for its allocable portion of the purchase price for the Adverse Partner's Interest, MinorCo Interest and Partner Loans.
No notice initiating the procedures contemplated by this Section 12.6 may be given by an Adverse Partner, and no Registering Partner shall be required to offer any portion of its Interest to an Adverse Partner during the period that the Partnership is pursuing any remedy specified in Section 11.1 with respect to such Adverse Partner.
Unless the Purchasing Partners and the Adverse Partner otherwise agree, the closing of the purchase and sale of the Adverse Partner's Interest, MinorCo Interest (as required by Section 12.3(d)) and Partner Loans (as required by Section 12.3(c)) shall occur at the principal office of the Partnership at 10:00 a.m. (local time at the place of the closing) on the first Business Day occurring on or after the thirtieth (30th) day following the last day of the Election Period (subject to Section 11.5).
In the event that the other Partners do not elect to purchase the entire Interest of the Adverse Partner, the Adverse Partner shall be under no obligation to sell any portion of its Interest to any Partner.
No notice initiating the procedures contemplated by this Section 12.4 may be given by an Adverse Partner nor any Delinquent Partner prior to the applicable Cure Date unless such Partner has cured the underlying Payment Default, and no Seller shall be required to offer any portion of its Interest to an Adverse Partner during the period that the Partnership is pursuing any remedy specified in Section 11.1 with respect to such Adverse Partner.
Such Election Notice shall designate the First Appraiser as required by Section 11.4 and the Adverse Partner shall appoint the Second Appraiser within ten (10) Business Days of receiving such notice designating the First Appraiser.
The cost of determining Net Equity shall be borne one-half by the Adverse Partner and one-half by the Partnership and the amount borne by the Partnership shall be treated as an expense of the Partnership for purposes of such determination.
The cost of determining Net Equity shall be borne one-half by the Adverse Partner and one-half by the Non-Adverse Partner.
No notice initiating the procedures contemplated by this Section 13.4 may be given by an Adverse Partner, and no Seller shall be required to offer any portion of its Interest to an Adverse Partner during the period that an election may be made to pursue any remedy specified in Section 12.1(a) with respect to such Adverse Partner.
In the event that the Non-Adverse Partner fails to perform its obligation to purchase hereunder on the scheduled closing date, the Adverse Partner will not be obligated to sell its Interest, Partner Loans, Special Interest or LeasingCo Interest to the Non-Adverse Partner.