Contributions of Other Parties Sample Clauses

Contributions of Other Parties. At or contemporaneously with the Closing, as part of the same overall plan of contribution, the Company shall also be closing upon the Related Contribution Agreements, such that immediately after the Closing, the Company will own stock of Pathnet constituting control within the meaning of IRC Section 368(c).
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Contributions of Other Parties. At or contemporaneously with the Initial Closing, the Company shall also be closing, as part of the same overall plan of contribution, upon (a) a Contribution Agreement with the holders of at least 90% of the outstanding preferred stock of Pathnet, (b) the Contribution Agreement between the Company and CSX Transportation, Inc., (c) the Contribution Agreement between the Company and The Burlington Northern and Santa Fe Railway Company, and (d) one or more Contribution Agreements with certain holders of shares of the outstanding common stock of Pathnet, such agreements in substantially the form previously provided to Colonial (the "Related Contribution Agreements"), such that immediately after the Closing, the Company will own stock of Pathnet constituting control within the meaning of IRC Section 368(c).
Sample 1
Contributions of Other Parties. At or contemporaneously with the Closing, the Company shall also be closing, as part of the same overall plan of contribution, upon (a) one or more contribution agreements between the Company, Pathnet and certain holders of shares of the outstanding common stock of Pathnet, (b) the Contribution Agreement between the Company, Pathnet and the holders of the issued and outstanding Preferred Stock of Pathnet, (c) the Contribution Agreement between the Company, Pathnet and Colonial Pipeline Company, (d) the Contribution Agreement between the Company, Pathnet and The Burlington Northern and Santa Fe Railway Company, and (e) the Contribution Agreement between the Company, Pathnet and CSX Transportation, Inc. (the "Related Contribution Agreements"), such that immediately after the Closing, the Company will own stock of Pathnet constituting control within the meaning of IRC Section 368(c).
Sample 1
Contributions of Other Parties. At or contemporaneously with the Closing, the Company shall also be closing, as part of the same overall plan of contribution, upon (a) one or more contribution agreements between the Company, Pathnet and certain holders of shares of the outstanding common stock of Pathnet, (b) the Contribution Agreement between the Company, Pathnet and Colonial Pipeline Company, (c) the Contribution Agreement between the Company, Pathnet and The Burlington Northern and Santa Fe Railroad, and (d) the Contribution Agreement between the Company, Pathnet and CSX Transportation, Inc. (the "Related Contribution Agreements"), such that immediately after the Closing, the Company will own stock of Pathnet constituting control within the meaning of IRC Section 368(c).
Sample 1
Contributions of Other Parties. At or contemporaneously with the Closing, the Company shall also be closing, as part of the same overall plan of contribution, upon (a) a Contribution Agreement with the holders of at least 90% of the outstanding preferred stock of Pathnet, (b) the Contribution Agreement between the Company and Colonial Pipeline Company, (c) the Contribution Agreement between the Company and CSX Transportation, Inc., and (d) one or more Contribution Agreements with certain holders of shares of the outstanding common stock of Pathnet, such agreements in substantially the form previously provided to BNSF (the "Related Contribution Agreements"), such that immediately after the Closing, the Company will own stock of Pathnet constituting control within the meaning of IRC Section 368(c).
Sample 1

Related to Contributions of Other Parties

  • Limitations Pertaining to Capital Contributions 5.2.1: Except as otherwise specifically provided in this Agreement, or as otherwise provided by law, no Member shall have the right to withdraw from the Company or to demand or receive a return of his capital without the consent of the Manager. Upon return of any Capital Contributions, no Member shall have the right to receive property other than cash except as may be specifically provided herein.

  • Capital Contributions of the Partners (a) The Partners have made the Capital Contributions as set forth in Exhibit A.

  • Payments and Contributions Neither the Company, any subsidiary, nor any of its directors, officers or, to its knowledge, other employees has (i) used any Company funds for any unlawful contribution, endorsement, gift, entertainment or other unlawful expense relating to political activity; (ii) made any direct or indirect unlawful payment of Company funds to any foreign or domestic government official or employee; (iii) violated or is in violation of any provision of the Foreign Corrupt Practices Act of 1977, as amended; or (iv) made any bribe, rebate, payoff, influence payment, kickback or other similar payment to any person with respect to Company matters.

  • Actions of Others The knowledge and/or actions, or failure to act, of any director, officer, agent or employee of the Enterprise shall not be imputed to Indemnitee for purposes of determining the right to indemnification under this Agreement.

  • Distributions of Special Payments 25 SECTION 2.5. DESIGNATED REPRESENTATIVES...................................................................... 28 SECTION 2.6. CONTROLLING PARTY............................................................................... 29 ARTICLE III RECEIPT, DISTRIBUTION AND APPLICATION OF AMOUNTS RECEIVED........................................... 31

  • Initial Contributions In connection with the formation of the Partnership under the Delaware Act, the General Partner made an initial Capital Contribution to the Partnership in the amount of $10.10 for an interest in the Partnership and was admitted as the general partner of the Partnership, and the Initial Limited Partner made an initial Capital Contribution to the Partnership in the amount of $989.90 for an interest in the Partnership and was admitted as a limited partner of the Partnership.

  • Allocations of Profit and Loss Whenever a proportionate part of the Company’s Profit and Loss is allocated to the Member, every item of income, gain, loss, deduction and credit entering into the computation of such Profit or Loss applicable to the period during which such Profit or Loss was realized shall be allocated to the Member.

  • Distributions to Members To the extent available after meeting the financial obligations of the Company, and after providing any necessary reserves as determined by the Manager, the Company shall distribute cash and other assets to the Member in a manner determined by the Manager, at such times and on such terms and conditions as deemed appropriate by the Manager.

  • Allocations of Profits and Losses Except as otherwise provided in this Agreement, Profits and Losses (and, to the extent necessary, individual items of income, gain or loss or deduction of the Partnership) shall be allocated in a manner such that the Capital Account of each Partner after giving effect to the Special Allocations set forth in Section 5.05 is, as nearly as possible, equal (proportionately) to (i) the distributions that would be made pursuant to Article IV if the Partnership were dissolved, its affairs wound up and its assets sold for cash equal to their Carrying Value, all Partnership liabilities were satisfied (limited with respect to each non-recourse liability to the Carrying Value of the assets securing such liability) and the net assets of the Partnership were distributed to the Partners pursuant to this Agreement, minus (ii) such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, computed immediately prior to the hypothetical sale of assets. For purposes of this Article V, each Unvested Unit shall be treated as a Vested Unit. Notwithstanding the foregoing, the General Partner shall make such adjustments to Capital Accounts as it determines in its sole discretion to be appropriate to ensure allocations are made in accordance with a partner’s interest in the Partnership.

  • 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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