Second City definition
Examples of Second City in a sentence
The Executive shall devote substantially all of the Executive’s business time, attention and effort to the Company’s affairs, including services to be provided by the Company to Second City Capital II Corporation and Second City Real Estate II Corporation under the Administrative Services Agreement dated February 1, 2016, between the Company and Second City Capital II Corporation and Second City Real Estate II Corporation (the “Services Agreement”).
The General Partner, acting through the Board of Directors, shall take or cause to be taken all lawful action necessary or appropriate to ensure that none of the Charter or Bylaws contains any provisions inconsistent with this Agreement or which would in any way nullify or impair the terms of this Agreement or the rights of Second City hereunder.
The General Partner agrees to use all reasonable efforts to solicit proxies for such Second City Nominees from all holders of REIT Shares and/or other voting stock entitled to vote thereon.
Second City may not nominate any Second City Nominee who, to Second City’s knowledge after due inquiry, (i) has engaged in any of the acts described in Rule 506(d) under the Securities Act, or (ii) has engaged in any “bad boy” actions that require disclosure pursuant to Item 401(f) of Regulation S-K promulgated under the Exchange Act.
The General Partner, acting through its Board of Directors, will recommend and use all commercially reasonable good faith efforts to cause the election of each Second City Nominee designated in accordance with the foregoing.
Notwithstanding the foregoing, if Second City together with its Controlled Entities own no outstanding REIT Shares, as determined in the same manner in which the percentage of outstanding REIT Shares is determined in Section 8.8A(1), for a period of one (1) year or more, then Second City’s designation or other applicable rights under this Section 8.8 shall terminate.
Second City Capital Partners II, Limited Partnership is hereby removed as a limited partner of the Partnership.
Notwithstanding anything to the contrary in this Agreement, for so long as Second City has the right or prospective right to exercise the designation rights set forth in this Section 8.8, this Section 8.8 may not be amended without the prior written Consent of Second City.
The Artists’ name and likeness may still appear in frames located throughout the building, including the theatre lobby, memorializing Second City alumni and/or the production.
In addition to the Services, during the Term and upon written request of Second City to the Independent Directors, Buyer agrees to permit ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇▇▇ to assist Second City in the formation of new real estate investment funds or single purpose acquisition vehicles sponsored by Second City and its affiliates.