Replacement General Partner definition

Replacement General Partner means, in respect of the Parent Guarantor, Waldencast Cayman LLC, a limited liability company incorporated under the laws of the Cayman Islands with registration number 5126 whose registered office is at c/▇ ▇▇▇▇▇▇ Corporate Services Limited, P. O. Box 309, ▇▇▇▇▇▇ House, South Church Street, ▇▇▇▇▇▇ Town, Grand Cayman KY1-1104, Cayman Islands.

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Replacement General Partner is defined in Section 8.1(c)(i).

Replacement General Partner shall have the meaning set forth in Section 7.3(b)(i).

Examples of Replacement General Partner in a sentence

The Limited Partner shall be required to secure approval from the County Board of a prospective Permanent Replacement General Partner within a reasonable period of time following the appointment of the Temporary Replacement General Partner.
The Limited Partners shall be required to secure approval from the County Board of a prospective Permanent Replacement General Partner within a reasonable period of time following the appointment of the Temporary Replacement General Partner.
To the extent that the Replacement General Partner is issued an Interest, the Percentage Interest with respect thereto shall be zero percent (0%) (except to the extent the Percentage Interest is Transferred to such Replacement General Partner by a Partner in accordance with Section 11.2).
Any removal of General Partner and the replacement thereof shall be subject to compliance with Section 11.3 (as if the Replacement General Partner is a transferee and the Removing Partner is the Transferring Partner) and to obtaining Approval thereof to the extent required under any agreement to which the Partnership or any Subsidiary is a party or by which the Partnership or any Subsidiary is bound (for the avoidance of doubt, including under any documents governing any Loan).
If (and only if) the Replacement General Partner is an Affiliate of the Removing Partner, then the Partner Group of the Removing Partner shall be deemed to include the Replacement General Partner.
Such removal shall only become effective upon the appointment of a Replacement General Partner.
The Investor Limited Partners shall be required to secure approval from the County Board of a prospective Permanent Replacement General Partner within a reasonable period of time following the appointment of the Temporary Replacement General Partner.
Notwithstanding the foregoing, for the purposes of this Agreement, a Replacement General Partner may not be an Affiliate of any Limited Partner in the Partnership or the Parallel Funds.
For purposes of this Section 8.8(h), the “Hypothetical Carry Calculation” shall mean the amount of Carried Interest the replaced General Partner would have been entitled to (whether or not already distributed) since the inception of the Partnership if the Partnership were deemed to be wound up and dissolved and all assets of the Partnership were deemed to be sold on the date of the election of the Replacement General Partner and all proceeds distributed pursuant to the provisions of Section 5.3 hereof.
The LIHTC Limited Partner shall be required to secure approval from the County Board of a prospective Permanent Replacement General Partner within a reasonable period of time following the appointment of the Temporary Replacement General Partner.

More Definitions of Replacement General Partner

Replacement General Partner means, in respect of the Parent Guarantor, Waldencast Cayman LLC, a limited liability company incorporated under the laws of the Cayman Islands with registration number 5126 whose registered office is at c/o Maples Corporate Services Limited, P. O. Box 309, Ugland House, South Church Street, George Town, Grand Cayman KY1-1104, Cayman Islands.

Replacement General Partner has the meaning given to it in Section 6.11(e). “Required Interest” has the meaning given to it in Section 14.1(b).