Determination of Ownership Interests Sample Clauses

Determination of Ownership Interests. Ownership Interests are to be expressed as a percentage and Capital Accounts expressed as a dollar amount. The initial Ownership Interests of each Participating Group in the Joint Venture and their corresponding Aggregate Capital Accounts in the Joint Venture as of the date of this Agreement are as follows: GF Companies $185,000,0001 50% AG Companies $185,000,0001 50% 1 After giving effect to the deemed adjustments to the Aggregate Capital Account balances pursuant to section 3.9(1), but subject to further adjustment under section 3.9(2) in the event that the GF Orogen Deferred Subscription is not completed in accordance with the Combination Agreement In the event of a change in the Ownership Interest of a Participating Group in the Joint Venture resulting from an event set forth in Section 3.11, the Aggregate Capital Accounts of each Participating Group will be adjusted on the basis of the following formula: Where: Adjusted ACA = a Participating Group’s Aggregate Capital Account balance following the change in Ownership Interest; Adjusted Ownership Interest % = a Participating Group’s adjusted Ownership Interest following the occurrence of an event set forth in Section 3.11; and Total JV Capital = the aggregate balance of all Aggregate Capital Accounts of all Participating Groups with respect to the Joint Venture at such time (“Total JV Capital”) In the event of Dilution of a Participating Group’s Ownership Interest in the Joint Venture pursuant to any of sections 9.11 (subject to recalculation pursuant to section 9.13(2)), 11.8 and 11.9, the Total JV Capital will include the (i) the aggregate balance of all Aggregate Capital Accounts with respect to the Joint Venture prior to such Dilution, plus (ii) either (A) the amount of the Reducing Group Shortfall funded by the Non-Reducing Group on behalf of the Reducing Group, or (B) the amount of the Cover Payment made by the Non-Defaulting Group on behalf of the Defaulting Group, plus (iii) in either case, the Non-Reducing Group’s or Non-Defaulting Group’s own proportionate contribution. Ownership Interests shall be rounded to two decimal places (e.g. 1.519% shall be rounded to 1.52%) . Decimals of .005 or more shall be rounded up to .01; decimals of less than .005 shall be rounded down. The combined Ownership Interest of the Participating Groups in the Joint Venture (and of the Shareholders of any JV Company) shall at all times be equal to 100% (acknowledging that the 10% of Common Shares held by the Governmen...
Sample 1
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Determination of Ownership Interests. As of the Effective Date, each Partner's Ownership Interest in the Reconstituted Partnership shall be the interest set forth in Section 1.2(a) of the Fifth Restated Partnership Agreement.
Sample 1

Related to Determination of Ownership Interests

  • No Ownership Interest Nothing contained in this Agreement shall be deemed to vest in Parent any direct or indirect ownership or incidence of ownership of or with respect to the Covered Shares. All rights, ownership and economic benefits of and relating to the Covered Shares shall remain vested in and belong to the Stockholder, and Parent shall have no authority to direct the Stockholder in the voting or disposition of any of the Covered Shares, except as otherwise provided herein.

  • Ownership Interests The ownership interest of each member of the Company will be expressed in terms of a percentage that is set out in Exhibit A, attached and made part of this Agreement. The total ownership interests of all members will always equal one-hundred percent (100%). The existing members will determine the ownership interest of any new members prior to admission to the Company.

  • Liability of Owner or Beneficial Owner for Taxes If any tax or other governmental charge shall become payable by the Custodian or the Depositary with respect to any Receipt or any Deposited Securities represented by any Receipt, such tax or other governmental charge shall be payable by the Owner or Beneficial Owner of such Receipt to the Depositary. The Depositary may refuse to effect any transfer of such Receipt or any withdrawal of Deposited Securities represented by American Depositary Shares evidenced by such Receipt until such payment is made, and may withhold any dividends or other distributions, or may sell for the account of the Owner or Beneficial Owner thereof any part or all of the Deposited Securities represented by the American Depositary Shares evidenced by such Receipt, and may apply such dividends or other distributions or the proceeds of any such sale in payment of such tax or other governmental charge and the Owner or Beneficial Owner of such Receipt shall remain liable for any deficiency.

  • Transfer of Ownership Trust..........................................................

  • Ownership Interest, Etc The Seller shall (and shall cause the Servicer to), at its expense, take all action necessary or desirable to establish and maintain a valid and enforceable undivided percentage ownership or security interest, to the extent of the Purchased Interest, in the Pool Receivables, the Related Security and Collections with respect thereto, and a first priority perfected security interest in the Pool Assets, in each case free and clear of any Adverse Claim, in favor of the Administrator (for the benefit of the Purchasers), including taking such action to perfect, protect or more fully evidence the interest of the Administrator (for the benefit of the Purchasers) as the Administrator, may reasonably request.

  • Membership Interest The Member shall own one hundred percent (100%) of the membership interests in the LLC, and all profits and losses shall be allocated to the Member.

  • Ownership of Owner No By a Deed of Conveyance dated 10th May, 2013 and registered in the Office of the Additional District Sub-Registrar, Chandannagore, Hooghly in Book No. I, CD Volume No.5, Pages from 4056 to 4073, being Deed No.01491 for the year 2013, Jubilant First Trust Healthcare Limited sold to Kalashdhan Plot Managers Private Limited, the Owner No. 1.33 herein, undivided 1/47th (one-forty seventh) share in the Said Property.

  • Beneficial Ownership Information Prompt written notice of any changes to the beneficial ownership information set out in Section 14 of the Perfection Certificate. Borrower understands and acknowledges that Bank relies on such true, accurate and up-to-date beneficial ownership information to meet Bank’s regulatory obligations to obtain, verify and record information about the beneficial owners of its legal entity customers;

  • Ownership of Membership Interests The Member shall own all of the membership interests in the Company and the Member shall have a 100% distributive share of the Company’s profits, losses and cash flow.

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