Allocable Securities definition
Examples of Allocable Securities in a sentence
The General Partner may only Transfer or assign the General Partnership Interest if approved in writing by the TowerBrook Partners (so long as the Partnership holds any TowerBrook Allocable Securities) and the AS Partners (so long as the Partnership holds any Ascension Allocable Securities).
Upon receipt of the AS Partners’ Capital Contribution, the Partnership shall cause Series AS to purchase, and Series TB to Transfer, the ROFO Securities on the terms and conditions set forth in the ROFO Offering Notice (which shall then become Ascension Allocable Securities for purposes of this Agreement).
For the avoidance of doubt, nothing in this Section 6.3 shall prevent the AS Partners from causing the Partnership or Series AS to Transfer any Ascension Allocable Securities when required pursuant to the Drag-Along Right or required by any other provision of this Agreement.
If the Sale Notice is delivered after the consummation of the Transfer, upon receipt of a Sale Participation Notice, the Partnership shall make appropriate distributions and adjustments so as to reflect that the Transfer was executed as if (x) the AS Partners had participated therein at the time thereof and (y) the applicable number of Ascension Allocable Securities had been Transferred pursuant thereto.
For so long as Series TB continues to hold any TowerBrook Allocable Securities, the Partnership shall not consent (if the Partnership’s consent is required) to Accretive agreeing to amend, terminate, modify, or waive any provision, of the MPSA (as defined in the SPA) without the prior written consent of the TowerBrook Partners.
If the TowerBrook Partners cause the Partnership to Transfer any TowerBrook Allocable Securities pursuant to Section 4.5(i) of the I▇▇, the transfer restrictions set forth in this Article VI shall continue to apply to such TowerBrook Allocable Securities, including the rights of the AS Partners with respect to such securities pursuant to Sections 6.4 and 6.6 and the transferee must sign an agreement with the Partnership to that effect.
For so long as Series TB continues to hold any TowerBrook Allocable Securities, the Partnership shall not consent (if the Partnership’s consent is required) to the Company agreeing to amend, terminate, modify, or waive any provision, of the MPSA without the prior written consent of the TowerBrook Partners.
If the TowerBrook Partners cause the Partnership to Transfer any TowerBrook Allocable Securities pursuant to Section 4.5(i) of the A&R I▇▇, the transfer restrictions set forth in this Article VI shall continue to apply to such TowerBrook Allocable Securities, including the rights of the AS Partners with respect to such securities pursuant to Sections 6.4 and 6.6 and the transferee must sign an agreement with the Partnership to that effect.