Spruce House definition
Examples of Spruce House in a sentence
Clients reside at Spruce House, which has a staff-to-client ratio of 1:5.
Nothing herein shall be construed to create any limitation on the sale, transfer or pledge of any shares of the Company’s common stock by Spruce House.
For the avoidance of doubt, the Irrevocable Proxy, any other proxies that may have been entered into pursuant to this paragraph and the obligations of Spruce House pursuant to this paragraph shall terminate on the End Date.
Spruce House shall cause any of its controlled Affiliates that may from time to time beneficially own Voting-Restricted Shares, if and when requested by the Company from time to time, to promptly execute and deliver to the Company an irrevocable proxy, substantially in the form of the Irrevocable Proxy.
The Irrevocable Proxy shall operate to revoke and render void any prior proxy as to any securities of the Company heretofore granted by Spruce House and its controlled Affiliates which is inconsistent herewith, including the proxy granted by Spruce House pursuant to the letter agreement dated December 21, 2018.
In addition, Spruce House may terminate this Agreement as to itself only, by the delivery to the Company Advisors and the Consenting Creditors’ Advisors of a written notice in accordance with Section 15.11 hereof if (x) any Company Party takes any action set forth in Section 11.01(g)(i)(y), or (y) the Company does not execute the Stock Transfer Agreement on or before three (3) Business Days after the Agreement Effective Date.
Beer Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇;▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ To The Spruce House Partnership LLC, at: c/o Spruce House Management LLC ▇▇▇ ▇▇▇▇▇▇ ▇▇ #802 New York, NY 10014 Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇, Chief Financial Officer Email: ▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ in each case, with a copy to: Sidley Austin LLP ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇.
Effective immediately upon the date of execution of this Agreement, Spruce House hereby irrevocably transfers, assigns, conveys and delivers to the Company all of its right, title and interest in any and all economic rights and interests associated with the SH Shares (including the right to receive any distribution with respect to the SH Shares after the date of this Agreement), and the Company accepts such transfer, assignment, conveyance and delivery (the “Economic Interest Transfer”).
Spruce House Equity Interests: The Existing GTT Equity Interests beneficially owned by The Spruce House Partnership, LLC (“Spruce House”) and its Affiliates, which shall be transferred to the Company for no consideration pursuant to the Spruce House Transfer (the “Spruce House Equity Interests”).
Spruce House and its Affiliates shall, pursuant to the terms of the Stock Transfer Agreement, transfer any and all Spruce House Equity Interests to the Company for no consideration, and accordingly, shall not receive any Equityholder Warrants.