Examples of TowerBrook Partners in a sentence
Each Director shall be entitled to one vote; provided, that, if at any time the AS Partners or the TowerBrook Partners have the right to designate a number of Directors who, collectively, represent a Majority of the Board, then, such Limited Partners may, in their sole discretion, assign to a single Director a special voting interest representing up to four (4) votes that, together with the votes of any other Directors designated by such Limited Partners, represents a Majority of the Board.
The Board shall have the right to admit additional Limited Partners only (x) in connection with a Permitted Transfer or (y) with the prior written consent of both the AS Partners and the TowerBrook Partners.
The General Partner may only Transfer or assign the General Partnership Interest if approved in writing by the TowerBrook Partners (so long as the Partnership holds any TowerBrook Allocable Securities) and the AS Partners (so long as the Partnership holds any Ascension Allocable Securities).
Notwithstanding any provision herein to the contrary, any merger or consolidation of the Partnership with or into another entity shall require the approval of the AS Partners and the TowerBrook Partners.
Upon any vacancy on the Board, regardless of how caused, such vacancy shall be filled by the appointment of a successor Director by written consent of the AS Partners or TowerBrook Partners, as applicable, as necessary to effect the Board representation contemplated by the foregoing provisions of this Section 3.1(c)(i).
If the AS Partners elect to participate in the contemplated Transfer or to be deemed to have participated in the completed Transfer, as the case may be, then the AS Partners shall deliver written notice of such election to the TowerBrook Partners and the Partnership within ten (10) Business Days following receipt of the Sale Notice (a “Sale Participation Notice”).
For so long as Series TB continues to hold any TowerBrook Allocable Securities, the Partnership shall not consent (if the Partnership’s consent is required) to the Company agreeing to amend, terminate, modify, or waive any provision, of the MPSA without the prior written consent of the TowerBrook Partners.
Accordingly, it is agreed that prior to the first anniversary of the Closing Date, the Partnership shall not Transfer all or any of the Company Securities without the prior written consent of both the AS Partners and the TowerBrook Partners; except that the Partnership shall be allowed to Transfer Company Securities pursuant to Sections 4.5(i) and 4.5(iii) of the IXX and Section 6.3(e) of this Agreement.
For so long as Series TB continues to hold any TowerBrook Allocable Securities, the Partnership shall not consent (if the Partnership’s consent is required) to Accretive agreeing to amend, terminate, modify, or waive any provision, of the MPSA (as defined in the SPA) without the prior written consent of the TowerBrook Partners.
Notwithstanding anything herein to the contrary, if, on the last day of the Harvest Period, any Investment or Other Investment remains outstanding and unsold, the Partnership will distribute such Investment or Other Investment at the request of either the Newtek Investor or the TowerBrook Investor, to the Newtek Partners or the TowerBrook Partners, as applicable, in kind, on a pro rata basis.