Consenting Client definition
Consenting Client means each Client whose Consent shall have been obtained or be deemed to be obtained, as applicable, in accordance with Section 8.06(a) (including by Negative Consent). For the avoidance of doubt, for purposes of calculating the Closing Revenue Run-Rate, (i) no Registered Fund (excluding each Registered Fund subject to a Sub-advisory Relationship that relies on a manager-of-managers exemptive order issued by the SEC) shall be considered a Consenting Client (and therefore shall be deemed a Non-Consenting Client) unless the Fund Board Approval and Fund Shareholder Approval shall have been obtained prior to the date of such calculation in accordance with Section 8.06(a)(ii) hereof and (ii) no Registered Fund subject to a Sub-advisory Relationship that relies on a manager-of-managers exemptive order issued by the SEC shall be considered a Consenting Client (and therefore shall be deemed a Non-Consenting Client) unless the Fund Board Approval shall have been obtained prior to the date of such calculation in accordance with Section 8.06(a)(ii) hereof.
Consenting Client means each Client of a Mandate (i) for which a Client Consent has been obtained (or has been deemed to have been obtained) in accordance with the consent process set forth in the definition of “Client Consent” and which remains in full force and effect (and has not been withdrawn or revoked) as of the Effective Time and (ii) that has not suffered a Termination Event.
Consenting Client means each Client whose Consent shall have been obtained or be deemed to be obtained, as applicable, in accordance with Section 7.2 (including pursuant to a Negative Consent Notice or a Fund Negative Consent Notice).
Examples of Consenting Client in a sentence
At the end of such 45-day period, if such Negative Consent Client has not terminated its Advisory Agreement, and except as provided in the proviso in the definition of “Consenting Client,” such Client shall be deemed a Consenting Client for all purposes under this Agreement.
In the case of each Private Fund described in the foregoing clause (B), upon the consent or deemed consent of the applicable Required Percentage of such Private Fund’s investors, except as provided in the proviso in the definition of “Consenting Client,” such Private Fund shall be deemed a Consenting Client for all purposes under this Agreement.
More Definitions of Consenting Client
Consenting Client means each Client who has given consent or is deemed to have consented in accordance with Section 7.04 (or who is not required under Applicable Law or the applicable Investment Advisory Agreement to consent) to (i) the assignment or deemed assignment of its Investment Advisory Agreement as a result of the purchase of the Class A Shares by Buyer pursuant to this Agreement or (ii) in the case of a Public Fund, the continued management of such Public Fund by a Company Entity following the Closing.
Consenting Client means Clients from which an Adviser Entity has received Consent to the transactions contemplated by this Agreement in accordance with Section 4.03 (including Clients of any Adviser Entity who first become such between the date of this Agreement and the Closing Date and grant their Consent in accordance with Section 4.03 or sign an Advisory Contract containing the required Consent), which Consent has not been withdrawn or modified orally or in writing, and remains in full force and effect, as of the Closing.
Consenting Client means Clients from which Seller has received Consent (or is deemed to have received Consent) to the Transactions in accordance with Section 6.2.2 and Section 7.1(c) (including Implied Consent Clients and new Clients of Seller between the date of this Agreement and the Closing Date which have granted their Consent in accordance with Section 6.2.2 or which signed an Investment Advisory Contract containing the required Consent) which Consent has not been withdrawn or modified, and remains in full force and effect, as of the Closing.
Consenting Client means any Client (including any New Client) from which a consent (whether affirmative or negative) has been obtained in respect of the assignment of such Client’s Investment Advisory Contract(s) with the Company or its Subsidiaries in connection with the transactions contemplated hereby; provided, that (i) no New Client shall constitute a Consenting Client for purposes of this Agreement unless the affirmative written consent of that New Client for such assignment is obtained at or prior to the time that the Adviser enters into the Investment Advisory Contract with that New Client, and (ii) if a Client has multiple accounts with the Company or its Subsidiaries and expressly denies its consent to certain of those accounts but does not expressly deny its consent to other of those accounts, then such Client will be deemed to be a Consenting Client with respect to those accounts for which such Client has not expressly denied its consent.
Consenting Client means each IA Client whose consent shall have been obtained or be deemed to be obtained, as applicable, in accordance with Section 7.21 (including pursuant to a Negative Consent Notice); provided that no IA Client that has withdrawn its consent or approval in writing prior to the Closing or terminated its Investment Advisory Agreement, or given written notice of such withdrawal or termination, shall be considered a Consenting Client.
Consenting Client. Clients from which Company has received Consent (or is deemed to have received Consent) to the Transactions in accordance with Section 4.1.5 (including Implied Consent Clients and new Clients of Company between the date of this Agreement and the Closing Date which have granted their Consent in accordance with Section 4.1.5 or which signed an Investment Advisory Contract containing the required Consent) which Consent has not been withdrawn or modified as of the Closing Date.
Consenting Client means each Client whose Consent shall have been obtained or be deemed to be obtained, as applicable, in accordance with Section 5.10 (including pursuant to a Negative Consent Notice); provided, however, that no Client that has withdrawn its consent or approval in writing prior to the Closing or terminated its Investment Advisory Agreement, or given written notice of such withdrawal or termination, shall be considered a Consenting Client.