Silver Rock definition
Examples of Silver Rock in a sentence
The Agent shall have received written evidence, in form and substance acceptable to Agent, that all obligations of Parent to both Lake Vineyard Fund LP and Silver Rock Empire Fund LP – Series 2022 under that certain Amended and Restated Subscription Agreement, dated as of July 25, 2022 (as amended, restated, supplemented or modified) by and among Holdings, Lake Vineyard Fund LP, Silver Rock Empire Fund LP – Series 2022, and Borrower, have been terminated.
The Escrow Agent may resign at any time and be discharged from its duties as Escrow Agent hereunder by giving the Company and Silver Rock at least ten (10) business days written notice thereof (the “Notice Period”).
This Agreement may not be changed orally or modified, amended or supplemented without an express written agreement executed by the Escrow Agent, the Company and Silver Rock, which consent shall not be unreasonably withheld.
As soon as practicable after its resignation, the Escrow Agent shall, if it receives notice from the Company and Silver Rock within the Notice Period, turn over to a successor escrow agent appointed by the Company and Silver Rock all Escrowed Funds (less such amount as the Escrow Agent is entitled to continue to retain and hold in escrow pursuant to Section 4(f) and to retain pursuant to Section 7) upon presentation of the document appointing the new escrow agent and its acceptance thereof.
The Company and Silver Rock hereby appoint ▇▇▇▇▇▇ & ▇▇▇▇▇▇, LLP as escrow agent in accordance with the terms and subject to the conditions set forth herein and the Escrow Agent hereby accepts such appointment.
The Company shall pay any amounts due under this Section 9.14(b), in cash, promptly, and in any event within ten (10) days, upon written demand from the Silver Rock Secondary Indemnitor.
The Company hereby waives any right against the Silver Rock Secondary Indemnitor to indemnification, subrogation or contribution.
Notwithstanding any failure or other delay in the Silver Rock Entities’ issuance of new instruments representing the Transferred Call Option and the Other Member Call Options, each of the parties hereto hereby covenants and agrees to cooperate with the other party hereto and each of the Other Members to hereafter treat the new instruments representing each of the Transferred Call Option and the Other Member Call Options as having been issued in the names of Transferee and the Other Members, as applicable.
Notwithstanding the foregoing, this Section 10.19 shall not apply to or restrict any Guggenheim Entity, any Silver Rock Member (including its Affiliates) or any Wellington Entity.
Furthermore, the Company expressly agrees that each Silver Rock Secondary Indemnitor is an intended third party beneficiary as to the indemnification provisions of this Agreement and shall be entitled to bring suit against the Company to enforce said provisions.