Contributions by the Manager and its Affiliates Sample Clauses

Contributions by the Manager and its Affiliates. (a) On the Closing Date and pursuant to the Contribution Agreement: (i) Holdings Canada acquired 8,891,834 Common Units, 21,973,084 Subordinated Units (as defined in the Operating Agreement), 65% of the Former IDRs, 65% of the Manager Contribution Interest and the right to receive 65% of the Deferred Issuance and Distribution, (ii) Holdings US acquired 4,787,911 Common Units, 11,831,661 Subordinated Units (as defined in the Operating Agreement), 35% of the Former IDRs, 35% of the Manager Contribution Interest and the right to receive 35% of the Deferred Issuance and Distribution, (iii) Holdings Canada and Holdings US contributed all of such acquired Common Units, Subordinated Units, Former IDRs, Manager Contribution Interest and right to receive the Deferred Issuance and Distribution to Sponsor Holdings, and (iv) Sponsor Holdings contributed the Manager Contribution Interest to the Manager. Upon receipt thereof, the Manager Contribution Interest was automatically recharacterized as the Managing Member Interest.
Sample 1
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Contributions by the Manager and its Affiliates. (a) On the Closing Date and pursuant to the Contribution Agreement: (i) Holdings Canada shall acquire 8,891,834 Common Units, 21,973,084 Subordinated Units, 65% of the Incentive Distribution Rights, 65% of the Manager Contribution Interest and the right to receive 65% of the Deferred Issuance and Distribution, (ii) Holdings US shall acquire 4,787,911 Common Units, 11,831,661 Subordinated Units, 35% of the Incentive Distribution Rights, 35% of the Manager Contribution Interest and the right to receive 35% of the Deferred Issuance and Distribution, (iii) Holdings Canada and Holdings US shall contribute all of such acquired Common Units, Subordinated Units, Incentive Distribution Rights, Manager Contribution Interest and right to receive the Deferred Issuance and Distribution to Xxxxx Sponsor Holdings Coöpertief U.A., a coöpertief formed in the Netherlands, and (iv) Xxxxx Sponsor Holdings Coöpertief U.A. shall contribute the Manager Contribution Interest to the Manager. Upon receipt thereof, the Manager Contribution Interest shall be automatically and without further action be recharacterized as, and become, the Managing Member Interest.
Sample 1

Related to Contributions by the Manager and its Affiliates

  • Contributions by the General Partner and its Affiliates The General Partner shall not be obligated to make any Capital Contributions to the Partnership.

  • Shares Held by the Company and its Affiliates Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its Affiliates (other than any Holder or transferees or successors or assigns thereof if such Holder is deemed to be an Affiliate solely by reason of its holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.

  • EXPENSES BORNE BY THE MANAGER The Manager will pay:

  • Securities Held by the Company or Its Affiliates Whenever the consent or approval of Holders of a specified percentage of Securities is required hereunder, Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.

  • Contributions Without creating any rights in favor of any third party, the Member may, from time to time, make contributions of cash or property to the capital of the Company, but shall have no obligation to do so.

  • NOTES HELD BY THE COMPANY OR ITS AFFILIATES Without limiting the generality of Section 2.18, in determining whether the Holders of the required aggregate principal amount of Notes have concurred in any direction, waiver or consent, Notes owned by the Company or any of its Affiliates will be deemed not to be outstanding; provided, however, that, for purposes of determining whether the Trustee is protected in relying on any such direction, waiver or consent, only Notes that a Responsible Officer of the Trustee knows are so owned will be so disregarded.

  • Charitable Contributions Make any charitable or similar contributions, except in amounts not to exceed five thousand dollars ($5,000) individually, and twenty thousand dollars ($20,000) in the aggregate.

  • Distributions by the Agent Each payment received by the Agent under the Finance Documents for another Party shall, subject to Clause 33.3 (Distributions to an Obligor) and Clause 33.4 (Clawback) be made available by the Agent as soon as practicable after receipt to the Party entitled to receive payment in accordance with this Agreement (in the case of a Lender, for the account of its Facility Office), to such account as that Party may notify to the Agent by not less than five (5) Business Days’ notice with a bank in the principal financial centre of the country of that currency (or, in relation to Euro, in the principal financial centre of a Participating Member State or London).

  • Subsidiaries and Investments The Company does not own, directly or indirectly, any capital stock or other equity, ownership or proprietary interest in any corporation, partnership, association, trust, joint venture or other entity (each a "Company Subsidiary").

  • Other Contributions If elected by the Plan Sponsor in Section 5.01(b) of the Adoption Agreement, the Employer will credit the Participant’s Account with a contribution determined in accordance with the formula or method specified in Section 5.01(b) of the Adoption Agreement. The contribution will be treated as allocated to the Participant’s Account at the time specified in Section 5.01(b)(iii) of the Adoption Agreement.

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