Common use of Separate Business; Nonconsolidation Clause in Contracts

Separate Business; Nonconsolidation. The SPV shall not (i) engage in any business not permitted by its articles of incorporation or by-laws as in effect on the Closing Date or (ii) conduct its business or act in any other manner which is inconsistent with Section 4.1(w). The officers and directors of the SPV (as appropriate) shall make decisions with respect to the business and daily operations of the SPV independent of and not dictated by Arrow or any other controlling Person.

Appears in 10 contracts

Samples: Transfer and Administration Agreement (Arrow Electronics Inc), Transfer and Administration Agreement (Arrow Electronics Inc), Transfer and Release Agreement (Arrow Electronics Inc)

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Separate Business; Nonconsolidation. The SPV shall not (i) engage in any business not permitted by its articles of incorporation or by-laws as in effect on the Closing Date organizational documents or (ii) conduct its business or act in any other manner which is inconsistent with Section 4.1(w). The officers and directors of the SPV (as appropriate) shall make decisions with respect to the business and daily operations of the SPV independent of and not dictated by Arrow or any other controlling Person.

Appears in 9 contracts

Samples: Transfer and Administration Agreement (Greif, Inc), Transfer and Administration Agreement (Greif, Inc), Transfer and Administration Agreement (Greif, Inc)

Separate Business; Nonconsolidation. The SPV shall not (i) engage in any business not permitted by its articles of incorporation or by-laws limited liability company agreement as in effect on the Closing Date or (ii) conduct its business or act in any other manner which is inconsistent with Section 4.1(w4.1(x). The officers and directors managers of the SPV (as appropriate) shall make decisions with respect to the business and daily operations of the SPV independent of and not dictated by Arrow Originator or any other controlling Person.

Appears in 5 contracts

Samples: Transfer and Administration Agreement (United Stationers Inc), Transfer and Administration Agreement (United Stationers Inc), Transfer and Administration Agreement (United Stationers Inc)

Separate Business; Nonconsolidation. The SPV shall not (i) engage in any business not permitted by its articles of incorporation limited liability company agreement or by-laws as in effect on the Closing Date or (ii) conduct its business or act in any other manner which is inconsistent with Section 4.1(w3.1(y). The officers and directors of the SPV (as appropriate) shall make decisions with respect to the business and daily operations of the SPV independent of and not dictated by Arrow Originator or any other controlling PersonPerson except as contemplated by the servicing arrangements hereunder.

Appears in 2 contracts

Samples: Loan and Administration Agreement (Commercial Credit, Inc.), Loan and Administration Agreement (Commercial Credit, Inc.)

Separate Business; Nonconsolidation. The SPV shall not (i) engage in any business not permitted by its articles of incorporation or by-laws as in effect on the Closing Date organizational documents or (ii) conduct its business or act in any other manner which is inconsistent with Section 4.1(w4.1(x). The officers and directors of the SPV (as appropriate) shall make decisions with respect to the business and daily operations of the SPV independent of and not dictated by Arrow or any other controlling Person.

Appears in 2 contracts

Samples: Canadian Transfer and Administration Agreement (Colliers International Group Inc.), Transfer and Administration Agreement (Colliers International Group Inc.)

Separate Business; Nonconsolidation. The SPV shall not (i) engage in any business not permitted by its articles of incorporation or by-laws as in effect on the Closing Date or (ii) conduct its business or act in any other manner which is inconsistent with Section 4.1(w). The officers and directors of the SPV (as appropriate) shall make decisions with respect to the business and daily operations of the SPV independent of and not dictated by Arrow Originator, NSC or any other controlling Person.

Appears in 1 contract

Samples: Transfer and Administration Agreement (Norfolk Southern Corp)

Separate Business; Nonconsolidation. The SPV shall not (i) engage in any business not permitted by its articles certificate of incorporation formation or by-laws limited liability company agreement as in effect on the Closing Date or (ii) conduct its business or act in any other manner which is inconsistent with Section SECTION 4.1(w). The officers and directors of the SPV (as appropriate) shall make decisions with respect to the business and daily operations of the SPV independent of and not dictated by Arrow the Originator or any other controlling Person.

Appears in 1 contract

Samples: Transfer and Administration Agreement (Diebold Inc)

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Separate Business; Nonconsolidation. The SPV shall not (i) ----------------------------------- engage in any business not permitted by its articles of incorporation or by-laws as in effect on the Closing Date or (ii) conduct its business or act in any other manner which is inconsistent with Section 4.1(w). -------------- The officers and directors of the SPV (as appropriate) shall make decisions with respect to the business and daily operations of the SPV independent of and not dictated by Arrow or any other controlling Person.

Appears in 1 contract

Samples: Transfer and Administration Agreement (Arrow Electronics Inc)

Separate Business; Nonconsolidation. The SPV shall not (i) engage in any business not permitted by its articles of incorporation limited liability company agreement, limited partnership agreement or by-laws as in effect on the Closing Date or (ii) conduct its business or act in any other manner which is inconsistent with Section 4.1(w3.1(y). The officers and directors of the each SPV (as appropriate) shall make decisions with respect to the business and daily operations of the such SPV independent of and not dictated by Arrow any Originator or any other controlling PersonPerson except as contemplated by the servicing arrangements hereunder.

Appears in 1 contract

Samples: Loan and Administration Agreement (Commercial Credit, Inc.)

Separate Business; Nonconsolidation. The SPV shall not (i) engage in any business not permitted by its articles of incorporation limited liability company agreement or by-laws operating agreement as in effect on the Closing Date or (ii) conduct its business or act in any other manner which is inconsistent with Section 4.1(w4.1(u). The officers and directors managers of the SPV (as appropriate) shall make decisions with respect to the business and daily operations of the SPV independent of and not dictated by Arrow Boise Cascade or any other controlling Person.

Appears in 1 contract

Samples: Transfer and Administration Agreement (Boise Cascade Co)

Separate Business; Nonconsolidation. The SPV shall not (i) engage in any business not permitted by its articles of incorporation limited liability company agreement or by-laws as in effect on the Closing Restatement Effective Date or (ii) conduct its business or act in any other manner which is inconsistent with Section 4.1(w3.1(y). The officers and directors of the SPV (as appropriate) shall make decisions with respect to the business and daily operations of the SPV independent of and not dictated by Arrow Originator or any other controlling PersonPerson except as contemplated by the servicing arrangements hereunder.

Appears in 1 contract

Samples: Loan and Administration Agreement (Commercial Credit, Inc.)

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