Maximum Ownership Sample Clauses

Maximum Ownership. There is no limit on the number of Units or Percentage Interest that any Member may own.
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Maximum Ownership. Notwithstanding any other provision herein to the contrary, no Class A Member shall own or control, more than twenty percent (20%) of the issued and outstanding Membership Units (the “Maximum Ownership Percentage”). For purposes of the Maximum Ownership Percentage, all Units held by an Affiliate and/or Related Party of a Class A Member shall be deemed to be owned and held by such Class A Member. Any Class A Member whose Percentage of Membership Units exceeds the Maximum Ownership Percentage due to an involuntary Transfer of Units by operation of law or by inadvertent Company action (such as a redemption of Units by the Company) shall be entitled only to the Financial Rights with respect to such Units owned or controlled in excess of the Maximum Ownership Percentage and shall not be entitled to the Governance Rights with respect to such Units.
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Maximum Ownership. No Member together with its Affiliates shall own Percentage Interests in the Company in excess of thirty percent (30%).
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Maximum Ownership. The Investor agrees that, for a period of two (2) years commencing at the Closing, the Investor and its affiliates will not Acquire (as defined below) any additional Common Stock, or securities convertible into Common Stock, which would cause the Investor's aggregate ownership (which shall include ownership by its affiliates) to exceed 30% of the then outstanding shares of Common Stock (the "Maximum Ownership Provision"). The Board of Directors may at any time, in its sole discretion, waive the Maximum Ownership Provision. The Company and the Investor further agree that the provisions of this Section 6.3 with respect to the permitted acquisition of additional Common Stock shall supersede and replace the provisions with respect to acquisition of Common Stock set forth in Section 7 of the Confidentiality Agreement, dated as of September 21, 2005 by and among Tinicum, Inc. and the Company (the "Confidentiality Agreement"). Promptly following the Closing, the Company, the Investor and Tinicum, Inc. shall formally amend the Confidentiality Agreement to (x) modify the term set forth in Section 21 thereof, which shall not be applicable to Section 7 thereof, until the later of (i) September 21, 2007 or (ii) such date when the Investor owns less than 50% of the Shares purchased pursuant to this Agreement, (y) add Investor as a party to the Confidentiality Agreement jointly and severally with Tinicum, Inc, and (z) amend Section 7 thereof to read in its entirety as set forth on Exhibit 4 hereto. Tinicum, Inc. has acknowledged its obligation set forth in the preceding sentence by its signature to this Agreement. For purposes of this Section 6.3, the term "Acquire" shall mean purchase, offer to purchase, contract to purchase, hold pursuant to an assignment, transfer, pledge, swap or hedge or otherwise acquire (or enter into any transaction which is designed to, or might reasonably be expected to, result in the acquisition (whether by actual acquisition or effective economic acquisition due to a cash settlement or otherwise) by the Investor or any of its affiliates or any person in privity with the Investor or any of its affiliates), directly or indirectly, or establish or increase a call equivalent position or decrease a put equivalent position with respect to any shares of the capital stock of the Company, any securities convertible into or exercisable or exchangeable for such capital stock, or which the undersigned has beneficial ownership within the rules and regula...
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Maximum Ownership. Immediately following the purchase of Units pursuant to this Agreement, such Purchaser will not beneficially own, directly or indirectly, shares of Common Stock, including shares of Common Stock issuable upon exercise or conversion of the Warrants and any other Common Stock Equivalents, in an amount in excess of 19.9% of the total number of shares of Common Stock or voting power outstanding immediately prior to the issuance of the Securities in this offering.
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Maximum Ownership. SECTION 1) The term "
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Maximum Ownership. No Participant may be issued Shares under the Plan to the extent that such issuance will result in such Participant owning directly, indirectly, or beneficially over 2% of the total number of shares of ADL Common Stock outstanding, which percentage shall include any options to purchase ADL Common Stock and any ADL Common Stock held by such Participant, in all plans of ADL in which the Participant participates.
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Related to Maximum Ownership

  • Maximum order The Contractor is not obligated to honor— (1) Any order for a single item in excess of N/A per year (2) Any order for a combination of items in excess of N/A per year (3) A series of orders from the same ordering office within 365 days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

  • Maximum Interest Regardless of any provision contained in any of the Loan Documents, in no contingency or event whatsoever shall the aggregate of all amounts that are contracted for, charged or received by Agent or any Lender pursuant to the terms of this Agreement or any of the other Loan Documents and that are deemed interest under Applicable Law exceed the highest rate permissible under any Applicable Law (the “Maximum Rate”). No agreements, conditions, provisions or stipulations contained in this Agreement or any of the other Loan Documents or the exercise by Agent of the right to accelerate the payment or the maturity of all or any portion of the Obligations, or the exercise of any option whatsoever contained in any of the Loan Documents, or the prepayment by any Obligor of any of the Obligations, or the occurrence of any contingency whatsoever, shall entitle Agent or Lenders to charge or receive in any event, interest or any charges, amounts, premiums or fees deemed interest by Applicable Law (such interest, charges, amounts, premiums and fees referred to herein collectively as “Interest”) in excess of the Maximum Rate and in no event shall any Obligor be obligated to pay Interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel any Obligor to pay Interest exceeding the Maximum Rate shall be without binding force or effect, at law or in equity, to the extent only of the excess of Interest over such Maximum Rate. If any Interest is charged or received with respect to the Obligations in excess of the Maximum Rate (“Excess”), each Obligor stipulates that any such charge or receipt shall be the result of an accident and bona fide error, and such Excess, to the extent received, shall be applied first to reduce the principal Obligations and the balance, if any, returned to the Obligors, it being the intent of the parties hereto not to enter into an usurious or otherwise illegal relationship. The right to accelerate the maturity of any of the Obligations does not include the right to accelerate any Interest that has not otherwise accrued on the date of such acceleration, and neither Agent nor any Lender intends to collect any unearned Interest in the event of any such acceleration. Each Obligor recognizes that, with fluctuations in the rates of interest set forth in this Agreement, and the Maximum Rate, such an unintentional result could inadvertently occur. All monies paid to Agent or any Lender hereunder or under any of the other Loan Documents, whether at maturity or by prepayment, shall be subject to any rebate of unearned Interest as and to the extent required by Applicable Law. By the execution of this Agreement, each Obligor covenants that (i) the credit or return of any Excess shall constitute the acceptance by each Obligor of such Excess, and (ii) each Obligor shall not seek or pursue any other remedy, legal or equitable, against Agent or any Lender, based in whole or in part upon contracting for, charging or receiving any Interest in excess of the Maximum Rate. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Agent or any Lender, all Interest at any time contracted for, charged or received from any Obligor in connection with any of the Loan Documents shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated and spread in equal parts throughout the full term of the Obligations. Obligors, Agent and Lenders shall, to the maximum extent permitted under Applicable Law, (i) characterize any non-principal payment as an expense, fee or premium rather than as Interest and (ii) exclude voluntary prepayments and the effects thereof. The provisions of this Section 3.10 shall be deemed to be incorporated into every Loan Document (whether or not any provision of this Section is referred to therein). All such Loan Documents and communications relating to any Interest owed by any Obligor and all figures set forth therein shall, for the sole purpose of computing the extent of Obligations, be automatically recomputed by the Obligors, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.10.

  • Maximum Percentage A holder of a Warrant may notify the Company in writing in the event it elects to be subject to the provisions contained in this subsection 3.3.5; however, no holder of a Warrant shall be subject to this subsection 3.3.5 unless he, she or it makes such election. If the election is made by a holder, the Warrant Agent shall not effect the exercise of the holder’s Warrant, and such holder shall not have the right to exercise such Warrant, to the extent that after giving effect to such exercise, such person (together with such person’s affiliates), to the Warrant Agent’s actual knowledge, would beneficially own in excess of 9.8% (the “Maximum Percentage”) of the Ordinary Shares outstanding immediately after giving effect to such exercise. For purposes of the foregoing sentence, the aggregate number of Ordinary Shares beneficially owned by such person and its affiliates shall include the number of Ordinary Shares issuable upon exercise of the Warrant with respect to which the determination of such sentence is being made, but shall exclude Ordinary Shares that would be issuable upon (x) exercise of the remaining, unexercised portion of the Warrant beneficially owned by such person and its affiliates and (y) exercise or conversion of the unexercised or unconverted portion of any other securities of the Company beneficially owned by such person and its affiliates (including, without limitation, any convertible notes or convertible preferred shares or warrants) subject to a limitation on conversion or exercise analogous to the limitation contained herein. Except as set forth in the preceding sentence, for purposes of this paragraph, beneficial ownership shall be calculated in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). For purposes of the Warrant, in determining the number of outstanding Ordinary Shares, the holder may rely on the number of outstanding Ordinary Shares as reflected in (1) the Company’s most recent Annual Report on Form 10-K, Quarterly Report on Form 10-Q, Current Report on Form 8-K or other public filing with the Commission as the case may be, (2) a more recent public announcement by the Company or (3) any other notice by the Company or Continental Stock Transfer & Trust Company, as transfer agent (in such capacity, the “Transfer Agent”), setting forth the number of Ordinary Shares outstanding. For any reason at any time, upon the written request of the holder of the Warrant, the Company shall, within two (2) Business Days, confirm orally and in writing to such holder the number of Ordinary Shares then outstanding. In any case, the number of issued and outstanding Ordinary Shares shall be determined after giving effect to the conversion or exercise of equity securities of the Company by the holder and its affiliates since the date as of which such number of issued and outstanding Ordinary Shares was reported. By written notice to the Company, the holder of a Warrant may from time to time increase or decrease the Maximum Percentage applicable to such holder to any other percentage specified in such notice; provided, however, that any such increase shall not be effective until the sixty-first (61st) day after such notice is delivered to the Company.

  • Maximum Total Compensation Subsection 10.1 is amended to Increase Decrease the Maximum Total Compensation from $ to $ .

  • percent This is not a contract specific goal but an overall goal for annual DBE participation. PTN grantees should undertake efforts to include DBE businesses in purchasing and contracting opportunities, and are encouraged to utilize DBE business whenever practicable. The full definition of DBE program requirements is found in Article 23 of the Master Grant Agreement.

  • Threshold Neither the Seller nor the Purchaser shall be required to make any indemnification payment pursuant to Section 8.1 or 8.2, respectively, until such time as the total amount of all Damages that have been directly or indirectly suffered or incurred by an Indemnified Party, or to which an Indemnified Party has or otherwise becomes subject to, exceeds $50,000 in the aggregate. At such time as the total amount of such Damages exceeds $50,000 in the aggregate, the Indemnified Party shall be entitled to be indemnified against the full amount of such Damages (and not merely the portion of such Damages exceeding $50,000).

  • Maximum Total Payment Including the reimbursable expenses shown above (if any), the maximum total payment under this Contract is $ ; this is a not-to-exceed amount, and the District will not pay more than this amount unless specifically agreed to in an amendment executed by the parties.

  • Maximum Payments Nothing contained herein shall be deemed to establish or require the payment of a rate of interest or other charges in excess of the maximum permitted by applicable law. In the event that the rate of interest required to be paid or other charges hereunder exceed the maximum permitted by such law, any payments in excess of such maximum shall be credited against amounts owed by the Borrower to the Holder and thus refunded to the Borrower.

  • Maximum Accrual Vacation credit may be accumulated to a maximum that can be earned in four (4) years. Further accumulation will not continue when the maximum is reached. When an employee’s vacation reaches the maximum level, and if the employee has been denied vacation during the twelve (12) months, the employee will be paid for the time denied but no more than eighty (80) hours in a pay period. 80 hours 320 hours 120 hours 480 hours 160 hours 640 hours 180 hours 720 hours 200 hours 800 hours 240 hours 960 hours

  • Maximum Leverage Permit, as of any fiscal quarter end, the ratio of (a) Adjusted Portfolio Equity as of such fiscal quarter end to (b) Funded Debt as of such fiscal quarter end, to be less than 5.00 to 1.00.

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