Conversant definition

Conversant means, together, Conversant Dallas Parkway (A) LP and Conversant Dallas Parkway (B) LP, each a Delaware limited partnership.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedSchedule a Demo

Conversant means the Conversant entity that is a party to the Agreement;

Conversant means, together, Conversant A and Conversant ▇.

Examples of Conversant in a sentence

• Conversant and the Company (or its substitute hereunder) shall have the right to vote the Covered Shares in accordance with this Agreement on the matters set forth in Section 1.1 and Conversant shall be obligated to so vote the Covered Shares.

• Except as disclosed in the Schedule 13D, as of the date hereof, none of Conversant A, Conversant B, Conversant D, Conversant F, and CPIF owns, of record or beneficially, any shares of capital stock of Parent, or other rights to acquire shares of capital stock of Parent, in each case other than the Owned Shares and the Warrants.

• Conversant and its Affiliates shall reasonably cooperate with Parent and the Company, including providing such other information regarding Conversant and its Affiliates reasonably requested by Parent and the Company, in connection with the filings and notifications to be made with the SEC and other Governmental Authorities in connection with the Transactions.

• Conversant agrees that any shares of Parent Stock and any other shares of capital stock or other equity that Conversant acquires beneficial ownership of after the execution of this Agreement and prior to the Termination Date (the “New Parent Stock”) shall be subject to the terms and conditions of this Agreement to the extent as and shall constitute Covered Shares, and Conversant shall promptly notify the Company of the existence of any New Parent Stock.

• The Company may terminate this proxy with respect to Conversant at any time at its sole election by written notice provided to Conversant.

• Notwithstanding anything to the contrary in this Agreement, Conversant may Transfer any or all of the Covered Shares to any of Conversant’s Affiliates; provided, that, prior to and as a condition to the effectiveness of such Transfer, such transferee shall have executed and delivered to the Company a counterpart of this Agreement pursuant to which such transferee shall be bound by all of the terms and provisions of this Agreement.

• Conversant shall, from time to time, execute and deliver, or cause to be executed and delivered, such additional or further consents, documents and other instruments as the Company may reasonably request to the extent necessary to effect the transactions contemplated by this Agreement.

• Notwithstanding the foregoing, Conversant shall retain at all times the right to vote (or not vote) Covered Shares (or to direct how such Covered Shares shall be voted or not voted) in Conversant’s sole discretion on matters other than Supported Matters.

• Each of Conversant A, Conversant B, Conversant D, Conversant F, and CPIF is, as of the date hereof, the record and beneficial owner of the Owned Shares opposite such Person’s name on Schedule A attached hereto, with the sole voting power over such Owned Shares, and all of which Owned Shares are free and clear of any Liens, other than (a) as disclosed in the Schedule 13D filed by Conversant A, Conversant B, Conversant GP Holdings LLC, ▇▇▇▇▇▇▇ ▇.

• Conversant hereby revokes any and all previous proxies or powers of attorney with respect to the Covered Shares.

More Definitions of Conversant

Conversant means Conversant Capital LLC, a Delaware limited liability company, as the investment manager of the Payee.

Conversant or the “Investors”) shall make an equity investment (the “Equity Investment”) in the Company in an amount up to Ten Million and 00/100 Dollars ($10,000,000.00) on an as-needed basis to meet corporate needs. Conversant’s written commitment to funding the Equity Investment shall be a condition precedent to the Loan Modification Agreement. The proceeds of the Equity Investment may be used for general corporate purposes or to satisfy any Subject Property Shortfall, but may not be used to pay dividends of any kind to any parent, owner, or investor or to pay any funded-debt obligation owed to any lender other than Fannie Mae. The Equity Investment made from Conversant to the Borrowers shall be made pursuant to an Equity Commitment Agreement in form and substance reasonably satisfactory to Fannie Mae. Conversant’s obligations under the Equity Commitment Agreement shall survive the commencement of any voluntary or involuntary bankruptcy filing or receivership commenced by or against any of the Borrowers or any of their affiliates. In the event that a monetary default occurs under any Credit Facility at any time after the commencement of the Forbearance Period and is not cured within ten (10) business days, then the Investors’ obligation to fund the remaining balance of the Equity Investment shall immediately accelerate and the remaining balance of the Equity Investment shall be funded by the Investors and paid to Fannie Mae by the Company. Effective on the date the Forbearance Agreement is executed by Borrower and Fannie Mae, Sonida Senior Living, Inc., as parent to and owning 100% of the Borrowers, is required to provide a corporate guaranty in the amount of Ten Million and 00/100 Dollars ($10,000,000.00) (the “Corporate Guaranty”). After the expiration of 24 months, Sonida Senior Living, Inc. may discharge the Corporate Guaranty in exchange in full for an additional Five Million and 00/100 Dollars principal paydown, which shall be allocated by Fannie Mae as among the Credit Facilities.