Transactions of Members with the Company Sample Clauses

Transactions of Members with the Company. Subject to any limitations set forth in this Agreement and with the prior written approval of the Manager, a Member may lend money to and transact other business with the Company, such as providing services for compensation. Subject to other applicable law, such Member has the same rights and obligations with respect thereto as a Person who is not a Member.
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Transactions of Members with the Company. Subject to any limitations set forth in this Agreement and with approval of the Board, a Member, its, his or her Family Group, Affiliates or any of their respective shareholders, partners, employees or direct or indirect members (each, a “Related Person”) may lend money to and transact other business with the Company. Any such transaction shall be carried out on an arm’s length basis unless otherwise approved by the Members holding a majority of the Common Units. A Related Person shall have the same rights and obligations with respect thereto as a Person that is not a Related Person.
Sample 1
Transactions of Members with the Company. Subject to any limitations set forth in this Agreement, a Member, its Affiliates or any of their respective stockholders, partners, directors, officers, managers, employees or direct or indirect members (each, a “Related Person”) may lend money to and transact other business with the Company. A Related Person shall have the same rights and obligations with respect thereto as a Person that is not a Related Person. No Member shall be obligated to lend money to the Company. Any loan by a Member to the Company shall be separately entered on the books of the Company as a loan to the Company and shall bear interest at such rate as may be agreed upon by the Company and the lending Member. Any such loan shall not be treated as a Capital Contribution. Any such loans or transactions with Related Persons shall be approved by the majority of the disinterested Managers (which such majority shall include the Carmike Manager and the Technicolor Manager, unless either or both of them is not disinterested); provided that the Members agree that any payments to a Related Person pursuant to Section 4.10 and actions and payments contemplated by the Shamrock Management Agreement shall not be deemed to be “transactions” for purposes of this sentence.
Sample 1
Transactions of Members with the Company. Subject to any limitations set forth in this Agreement, including those set forth in Section 5.4(b) hereunder, and with the prior approval of the Board, a Member may transact other business with the Company, provided that any such transaction must be on a terms that are the same or better than could be reached with an independent third party in an arm’s length transaction, and provided further that this Section 5.12 shall not apply to any loans by Members to the Company which shall be subject to Section 5.13 below.
Sample 1

Related to Transactions of Members with the Company

  • Transactions with the Company Subject to any limitations set forth in this Agreement and with the prior approval of the Manager, a Member may lend money to and transact other business with the Company. Subject to other applicable law, such Member has the same rights and obligations with respect thereto as a Person who is not a Member.

  • Relationships with the Company Except as set forth below, neither the undersigned nor any of its affiliates, officers, directors or principal equity holders (owners of 5% of more of the equity securities of the undersigned) has held any position or office or has had any other material relationship with the Company (or its predecessors or affiliates) during the past three years. State any exceptions here: The undersigned agrees to promptly notify the Company of any inaccuracies or changes in the information provided herein that may occur subsequent to the date hereof at any time while the Registration Statement remains effective. By signing below, the undersigned consents to the disclosure of the information contained herein in its answers to Items 1 through 5 and the inclusion of such information in the Registration Statement and the related prospectus and any amendments or supplements thereto. The undersigned understands that such information will be relied upon by the Company in connection with the preparation or amendment of the Registration Statement and the related prospectus.

  • Raising of the Capital in Connection with the Initial Business Combination If (x) the Company issues additional Ordinary Shares or equity-linked securities for capital raising purposes in connection with the closing of its initial Business Combination at an issue price or effective issue price of less than $9.20 per Ordinary Share (with such issue price or effective issue price to be determined in good faith by the Board and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Class B ordinary shares, par value $0.0001 per share, of the Company held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the Company’s initial Business Combination on the date of the completion of the Company’s initial Business Combination (net of redemptions), and (z) the volume-weighted average trading price of Ordinary Shares during the twenty (20) trading day period starting on the trading day prior to the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the Warrant Price shall be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price described in Section 6.1 and Section 6.2 shall be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price and the $10.00 per share redemption trigger price described in Section 6.2 shall be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price.

  • Trustee Dealings with the Company Subject to certain limitations set forth in the Indenture, the Trustee under the Indenture, in its individual or any other capacity, may become the owner or pledgee of Notes and may otherwise deal with and collect obligations owed to it by the Company or its Affiliates and may otherwise deal with the Company or its Affiliates with the same rights it would have if it were not Trustee.

  • Certain Business Relationships with the Company Except as set forth in Section 4.20 of the Disclosure Schedule, neither the Seller, nor any Affiliate of the Seller, has been involved in any business arrangement or relationship with the Company within the past 12 months, and neither the Seller, nor any Affiliate of the Seller, owns any asset, tangible or intangible, which is used in the Business.

  • Relationship with the Company Please state the nature of any position, office or other material relationship you have, or have had within the past three years, with the Company or its affiliates. Name Nature of Relationship

  • Transactions with Shareholders and Affiliates No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, enter into or permit to exist any transaction (including the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder of 5% or more of any class of Capital Stock of Holdings or any of its Subsidiaries or with any Affiliate of Holdings or of any such holder, on terms that are less favorable to Holdings or that Subsidiary, as the case may be, than those that might be obtained at the time from a Person who is not such a holder or Affiliate; provided, the foregoing restriction shall not apply to (a) any transaction between Company and any Guarantor Subsidiary; (b) reasonable and customary fees paid to members of the board of directors (or similar governing body) of Holdings and its Subsidiaries; (c) compensation arrangements for officers and other employees of Holdings and its Subsidiaries entered into in the ordinary course of business; and (d) transactions described in Schedule 6.12.

  • Further Agreements of the Company and the Guarantors The Company and each of the Guarantors jointly and severally covenant and agree with each Initial Purchaser that:

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