Majority Owned VGCs Clause Samples

The 'Majority Owned VGCs' clause defines what constitutes a majority-owned voting group company (VGC) within the context of the agreement. Typically, this clause specifies that a VGC is considered majority-owned if a party holds more than 50% of its voting rights or equity interests, and it may outline how such ownership is determined, including direct and indirect holdings. By clearly establishing the criteria for majority ownership, the clause ensures clarity in identifying which entities are subject to certain rights, obligations, or restrictions under the contract, thereby preventing disputes over control and applicability.
Majority Owned VGCs. As part of this agreement, Supplier offers the following pricing for any majority owned VGCs in which Vodafone acquires a majority stake. Small <5 mill [ * ] [ * ] Medium 5 – 10 mill [ * ] [ * ] Large 10 – 30 mill [ * ] [ * ] Very Large 30 – 50 mill [ * ] [ * ] Mega >50 mill [ * ] [ * ] Notwithstanding the foregoing, for one of the (large or smaller) majority owned VCGs that are purchasing the Chordiant Decision Management suite only as part of this agreement, that VCG may purchase the Marketing Director suite for the license fee of [ * ] plus an annual 15% [ * ] support and maintenance. Standard Software products offered as part of the CDM licence include the then current versions of the following: · Chordiant Data Preparation Director: unlimited number of concurrent users · Chordiant Predictive Analytics Director: unlimited number of concurrent users · Chordiant Adaptive Decisioning Services: unlimited number of CPUs · Chordiant Strategy Director: unlimited number of concurrent users · Chordiant Database Decisioning Services: unlimited number of CPUs · Chordiant Real-Time Decisioning Services: unlimited number of CPUs · Chordiant Recommendation Advisor: unlimited number of seats · Chordiant Interaction Services: unlimited number of CPUs · Chordiant Campaign Management Decisioning Service: unlimited number of CPUs · Chordiant Decision Monitor: unlimited number of concurrent users · Chordiant Real-Time Proposition Monitoring: unlimited number of CPUs Standard Software products offered as part of the CMD licence include the then current versions of the following: · Chordiant Marketing Director, core module: unlimited number of concurrent users · Chordiant eMail Marketing Director: unlimited number of concurrent users · Chordiant Mobile Marketing Director: unlimited number of concurrent users The Standard Software listed above shall be deemed accepted upon delivery.
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Related to Majority Owned VGCs

  • Unbundled Copper Loop – Non-Designed (UCL-ND 2.4.3.1 The UCL–ND is provisioned as a dedicated 2-wire metallic transmission facility from BellSouth’s Main Distribution Frame (MDF) to a customer’s premises (including the NID). The UCL-ND will be a “dry copper” facility in that it will not have any intervening equipment such as load coils, repeaters, or digital access main lines (DAMLs), and may have up to 6,000 feet of bridged tap between the End User’s premises and the serving wire center. The UCL-ND typically will be 1300 Ohms resistance and in most cases will not exceed 18,000 feet in length, although the UCL-ND will not have a specific length limitation. For Loops less than 18,000 feet and with less than 1300 Ohms resistance, the Loop will provide a voice grade transmission channel suitable for Loop start signaling and the transport of analog voice grade signals. The UCL-ND will not be designed and will not be provisioned with either a DLR or a test point. 2.4.3.2 The UCL-ND facilities may be mechanically assigned using BellSouth’s assignment systems. Therefore, the Loop Makeup (LMU) process is not required to order and provision the UCL-ND. However, CBX One-Stop can request LMU for which additional charges would apply. 2.4.3.3 For an additional charge, BellSouth also will make available Loop Testing so that CBX One-Stop may request further testing on the UCL-ND. Rates for Loop Testing are as set forth in Exhibit A of this Attachment. 2.4.3.4 UCL-ND Loops are not intended to support any particular service and may be utilized by CBX One-Stop to provide a wide-range of telecommunications services as long as those services do not adversely affect BellSouth’s network. The UCL- ND will include a NID at the customer’s location for the purpose of connecting the Loop to the customer’s inside wire. 2.4.3.5 OC will be provided as a chargeable option and may be utilized when the UCL-ND provisioning is associated with the reuse of BellSouth facilities. OC-TS does not apply to this product. 2.4.3.6 CBX One-Stop may use BellSouth’s Unbundled Loop Modification (ULM) offering to remove excessive bridged taps and/or load coils from any copper Loop within the BellSouth network. Therefore, some Loops that would not qualify as UCL-ND could be transformed into Loops that do qualify, using the ULM process.

  • Unbundled Copper Loop – Designed (UCL-D) 2.4.2.1 The UCL-D will be provisioned as a dry copper twisted pair loop that is unencumbered by any intervening equipment (e.g., filters, load coils, range extenders, digital loop carrier, or repeaters). The UCL-D will be offered in two versions - Short and Long. 2.4.2.2 A short UCL-D (18,000 feet or less) is provisioned according to Resistance Design parameters, may have up to 6,000 feet of bridged tap and will have up to 1300 ohms of resistance. 2.4.2.3 The long UCL-D (beyond 18,000 feet) is provisioned as a dry copper twisted pair longer than 18,000 feet and may have up to 12,000 feet of bridged tap and up to 2800 ohms of resistance. 2.4.2.4 The UCL-D is a designed circuit, is provisioned with a test point, and comes standard with a DLR. OC is a chargeable option for a UCL-D; however, OC is always required on UCLs where a reuse of existing facilities has been requested by Granite. 2.4.2.5 These loops are not intended to support any particular services and may be utilized by Granite to provide a wide-range of telecommunications services so long as those services do not adversely affect BellSouth’s network. This facility will include a Network Interface Device (NID) at the customer’s location for the purpose of connecting the loop to the customer’s inside wire. 2.4.2.6 BellSouth will make available the following UCL-Ds:

  • Right to Acquire Limited Partner Interests (a) Notwithstanding any other provision of this Agreement, if at any time the General Partner and its Affiliates hold more than 80% of the total Limited Partner Interests of any class then Outstanding, the General Partner shall then have the right, which right it may assign and transfer in whole or in part to the Partnership or any Affiliate of the General Partner, exercisable at its option, to purchase all, but not less than all, of such Limited Partner Interests of such class then Outstanding held by Persons other than the General Partner and its Affiliates, at the greater of (x) the Current Market Price as of the date three days prior to the date that the notice described in Section 15.1(b) is mailed and (y) the highest price paid by the General Partner or any of its Affiliates for any such Limited Partner Interest of such class purchased during the 90-day period preceding the date that the notice described in Section 15.1(b) is mailed. As used in this Agreement, (i) “Current Market Price” as of any date of any class of Limited Partner Interests means the average of the daily Closing Prices (as hereinafter defined) per Limited Partner Interest of such class for the 20 consecutive Trading Days (as hereinafter defined) immediately prior to such date; (ii) “Closing Price” for any day means the last sale price on such day, regular way, or in case no such sale takes place on such day, the average of the closing bid and asked prices on such day, regular way, as reported in the principal consolidated transaction reporting system with respect to securities listed on the principal National Securities Exchange (other than the Nasdaq Stock Market) on which such Limited Partner Interests are listed or admitted to trading or, if such Limited Partner Interests of such class are not listed or admitted to trading on any National Securities Exchange (other than the Nasdaq Stock Market), the last quoted price on such day or, if not so quoted, the average of the high bid and low asked prices on such day in the over-the-counter market, as reported by the Nasdaq Stock Market or such other system then in use, or, if on any such day such Limited Partner Interests of such class are not quoted by any such organization, the average of the closing bid and asked prices on such day as furnished by a professional market maker making a market in such Limited Partner Interests of such class selected by the General Partner, or if on any such day no market maker is making a market in such Limited Partner Interests of such class, the fair value of such Limited Partner Interests on such day as determined by the General Partner; and (iii) “Trading Day” means a day on which the principal National Securities Exchange on which such Limited Partner Interests of any class are listed or admitted for trading is open for the transaction of business or, if Limited Partner Interests of a class are not listed or admitted for trading on any National Securities Exchange, a day on which banking institutions in New York City generally are open.

  • Stockholder Lock-Ups The Company has caused to be delivered to you prior to the date of this Agreement a letter, in the form of Exhibit A hereto (the “Lock-Up Agreement”), from each individual or entity listed on Schedule IV. The Company will enforce the terms of each Lock-Up Agreement and issue stop-transfer instructions to the transfer agent for the Common Stock with respect to any transaction or contemplated transaction that would constitute a breach of or default under the applicable Lock-Up Agreement.

  • Voting Rights as a Shareholder Subject to the terms of the Insider Letters described in Section 4.4 hereof and except as herein provided, the Initial Shareholders shall retain all of their rights as shareholders of the Company during the Escrow Period, including, without limitation, the right to vote such shares.