AS Partners definition

AS Partners means, collectively, Ascension Health and any other Ascension Entity that becomes a Limited Partner associated with Series AS, and any of their respective Permitted Transferees.
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Examples of AS Partners 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).

  • If the AS Partners elect to participate in the contemplated Transfer or to be deemed to have participated in the completed Transfer, as the case may be, then the AS Partners shall deliver written notice of such election to the TowerBrook Partners and the Partnership within ten (10) Business Days following receipt of the Sale Notice (a “Sale Participation Notice”).

  • If the Sale Notice is delivered prior to the consummation of the contemplated Transfer, upon giving a Sale Participation Notice, the AS Partners shall be entitled to cause Series AS to sell, at the same price and on the same terms as indicated in the Sale Notice, a number of Transferred Securities equal to the product of (x) the Current Investment Percentage of Series AS and (y) the number of Transferred Securities proposed to be Transferred.

  • Upon any vacancy on the Board, regardless of how caused, such vacancy shall be filled by the appointment of a successor Director by written consent of the AS Partners or TowerBrook Partners, as applicable, as necessary to effect the Board representation contemplated by the foregoing provisions of this Section 3.1(c)(i).

  • The AS Partners shall take all reasonably necessary and desirable actions as directed by the TowerBrook Partner in connection with the consummation of such Transfer, including executing the applicable purchase agreement.

  • Notwithstanding any provision herein to the contrary, any merger or consolidation of the Partnership with or into another entity shall require the approval of the AS Partners and the TowerBrook Partners.

  • The ROFO Exercise Notice shall be an irrevocable and binding commitment by the AS Partners to make a Capital Contribution to Series AS in immediately available funds in the amount of the aggregate purchase price of the ROFO Securities as set forth in the ROFO Offering Notice within fifteen (15) Business Days.

  • 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.

  • Each Director shall be entitled to one vote; provided, that, if at any time the AS Partners or the TowerBrook Partners have the right to designate a number of Directors who, collectively, represent a Majority of the Board, then, such Limited Partners may, in their sole discretion, assign to a single Director a special voting interest representing up to four (4) votes that, together with the votes of any other Directors designated by such Limited Partners, represents a Majority of the Board.

  • 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.