First Subscription definition

First Subscription. In accordance with the terms of the Amended and Restated Limited Partnership Agreement of the Partnership, as to be amended by the First Amendment ("the "First Amendment") to the Amended and Restated Limited Partnership Agreement of the Partnership (as amended by the First Amendment, the "Limited Partnership Agreement") attached as Exhibit "A" to the Disclosure Letter, copies of which have been provided to the Subscriber, and subject to the terms and conditions of this Agreement, the Subscriber hereby subscribes for a Partnership Interest (as defined in the Limited Partnership Agreement) as a limited partner interest or general partner interest in the Partnership in the amount (the "Commitment") set forth on the signature page of this subscription agreement (this "Subscription Agreement" or this "Agreement") and of the Class of Interest and type of interest in the Partnership set forth below, which Commitment represents the Subscriber's portion of the Original Purchase Price (as defined in Appendix A to the First Amendment), and the Subscriber acknowledges that the Commitments of the Subscriber and its Affiliates may be adjusted by the parties to reflect the appropriate allocation of the Original Purchase Price between the Subscriber and its Affiliates. The Subscriber, at Closing (as defined below), will make a Capital Contribution of the full amount of the Commitment. Subscriber is subscribing for a Partnership Interest that is either (A) the following limited partner interest: (i) a Sharing Ratio (as defined in the Limited Partnership Agreement), after giving effect to the Redemption (as defined in the First Amendment), of 27.18% (composed of a 2.17% Converted GP Interest (as defined below) and limited partnership interest of 25.01% currently held by the Redeeming Partners (as defined in the First Amendment) other than the General Partner) and (ii) the General Partner's rights to the Transferred Carried Interest (as defined below); or (B) a general partner interest of 0.01% with a Sharing Ratio of 0.01%. The limited partner Class of Interest subscribed for by Subscriber shall be composed of both Class A Interests and Class B Interests, as Subscriber shall determine.
View Source
First Subscription has the meaning ascribed to such term in Section 2.1(a);
View Source
First Subscription means the subscription of the First Subscription Shares by the First Investor to be effected by Barclays on the terms and the condition set out in this Agreement;
View Source

Examples of First Subscription in a sentence

  • Unless the First Subscription Date occurs on or before such date, the USA shall automatically terminate, clause 14.2.2(ii) of the USA being amended accordingly.

  • For clarity, other than as provided under this Agreement and the performance by the Company of its obligations hereunder, Purchaser waives any and all rights arising under the 2009 Agreement solely with respect to the First Subscription Agreement, including without limitation the right to notice.

  • Capitalized terms used in this Section 4(c) but not otherwise defined in this Agreement shall have the meanings given to them in the First Subscription Agreement.

  • Buyer hereby reaffirms and restates to the Company each and every representation and warranty made by it in the First Subscription Agreement to the same extent as if each such representation and warranty was fully set forth at length herein, and as to each such representation and warranty hereby confirms that each such representation and warranty is true and accurate as of the date hereof.

  • The Major Investor (as defined in the First Subscription Agreement) has confirmed to the Company that it will vote in favor of such resolution with respect to all voting shares then held by such Major Investor, provided that for clarity it shall not be required to convert any of its Shares into voting shares in connection with such vote.

  • Furthermore, the Co-investors (including the Connected Person Acquirers) have granted CMBC International the right to take all actions relating to the First Subscription Agreement and the General Offers.

  • It is established for the purpose of developing the investment banking platform of the Company outside of China and its current business is investment holding prior to entering into the First Subscription Agreement.

  • No Person has the right to (i) prohibit the Company from filing a Registration Statement or (ii) other than as disclosed in the SEC Documents and pursuant to this Agreement and the First Subscription Agreement, require the Company to register any securities for sale under the Securities Act by reason of the filing of a Registration Statement except in the case of clause (ii) for rights which have been properly waived.

  • On Completion on the First Subscription Date, each Subscriber agrees to be bound by the Constitutions (to the extent it is not already so bound).

  • The First Subscription Price for the First Subscription Shares shall be HK$39,000,000 payable by the Investors to the Company in cash in US$ denomination on Completion.


More Definitions of First Subscription

First Subscription the subscription of the First Subscription Shares by Baxter pursuant to the terms of this Agreement “First Subscription Amount” £10,431,880 “First Subscription Date” 4 December 2000 or if later the day of the passing of the Resolutions
View Source
First Subscription. ▇▇▇▇▇▇▇▇ subscribed in cash for 240,000 new EISAL
View Source

Related to First Subscription

  • Subscription Shares has the meaning ascribed to it in Section 2.1.

  • User Subscriptions means the user subscriptions purchased by the Customer and set out in the Subscription Order Form which entitle Authorised Users to access and use the Services in accordance with this Agreement.

  • PIPE Subscription Agreements has the meaning set forth in the recitals to this Agreement.

  • Subscription Rights means the right to participate in the Rights Offering.

  • Minimum Subscription means the minimum subscription from time to time specified in the Prospectus.