Treatment of Members and Affiliates Sample Clauses

Treatment of Members and Affiliates. (b) For purposes of this Article Fourteen, (i) XXXX and its Affiliates that own Units shall be treated as one party and a reference to XXXX in this Article Fourteen shall mean XXXX and its Affiliates that own Units, and (ii) NHI and its Affiliates that own Units, and their successors and assigns, shall be treated as one party and a reference to NHI in this Article Fourteen shall mean NHI and its Affiliates that own Units, and their successors and assigns. For the avoidance of all doubt, (A) if XXXX becomes the Seller (as defined below), then XXXX and its Affiliates that own Units shall be required to sell all of their Units in accordance with this Article Fourteen, and NHI and its Affiliates (and their successors and assigns), as the Buyer (as defined below), shall be required to purchase all of the Units owned by XXXX and its Affiliates in accordance with this Article Fourteen, and (B) if NHI becomes the Seller, then NHI and its Affiliates that own Units (and their successors and assigns) shall be required to sell all of their Units in accordance with this Article Fourteen, and XXXX and its Affiliates, as the Buyer, shall be required to purchase all of the Units owned by NHI and its Affiliates (and their successors and assigns) in accordance with this Article Fourteen. In furtherance of the foregoing, XXXX shall cause all of its Affiliates to act in accordance with this Article Fourteen, and NHI shall cause all of its Affiliates to act in accordance with this Article Fourteen.
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Treatment of Members and Affiliates. For purposes of this Article Fourteen, (i) GAHR3 and its Affiliates that own Units shall be treated as one party and a reference to GAHR3 in this Article Fourteen shall mean GAHR3 and its Affiliates that own Units, (ii) GAHR4 and its Affiliates that own Units shall be treated as one party and a reference to GAHR4 in this Article Fourteen shall mean GAHR4 and its Affiliates that own Units, and (iii) NHI and its Affiliates that own Units, and their successors and assigns, shall be treated as one party and a reference to NHI in this Article Fourteen shall mean NHI and its Affiliates that own Units, and their successors and assigns. For the avoidance of all doubt, (A) if GAHR3 becomes the Seller (as defined below), then GAHR3 and its Affiliates that own Units (and their successors and assigns) shall be required to sell all of their Units in accordance with this Article Fourteen, and NHI and GAHR4 (if GAHR4 has made the Buy/Sell Purchase Election) and their respective Affiliates (and successors and assigns), as the Buyer (as defined below), shall be required to purchase all of the Units owned by GAHR3 and its Affiliates in accordance with this Article Fourteen, (B) if NHI becomes the Seller, then NHI and its Affiliates that own Units (and their successors and assigns) shall be required to sell all of their Units in accordance with this Article Fourteen, and GAHR3 and GAHR4 (if GAHR4 has made the Buy/Sell Purchase Election) and their respective Affiliates (and successors and assigns), as the Buyer, shall be required to purchase all of the Units owned by NHI and its Affiliates in accordance with this Article Fourteen, and/or (C) if GAHR4 becomes the Seller, then GAHR4 and its Affiliates that own Units (and its successors and assigns) shall be required to sell all of their Units in accordance with this Article Fourteen, and whichever of NHI and GAHR3 is determined to be the Buyer and its Affiliates (and successors and assigns), as the Buyer, shall be required to purchase all of the Units owned by GAHR4 and its Affiliates in accordance with this Article Fourteen. In furtherance of the foregoing, GAHR3 shall cause all of its Affiliates to act in accordance with this Article Fourteen, GAHR4 shall cause all of its Affiliates to act in accordance with this Article Fourteen, and NHI shall cause all of its Affiliates to act in accordance with this Article Fourteen.
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Related to Treatment of Members and Affiliates

  • Subsidiaries and Affiliates The Sub-Advisor may perform any or all of the services contemplated by this Agreement directly or through such of its subsidiaries or other affiliated persons as the Sub-Advisor shall determine; provided, however, that performance of such services through such subsidiaries or other affiliated persons shall have been approved by the Trust to the extent required pursuant to the 1940 Act and rules thereunder.

  • 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 Xerium or any of its Subsidiaries or with any Affiliate of Xerium or of any such holder, on terms that are less favorable to Xerium 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 Xerium or any of its Subsidiaries and any other of Xerium and its Subsidiaries; (b) reasonable and customary fees paid to members of the board of directors (or similar governing body) of Xerium and its Subsidiaries; (c) compensation arrangements for officers and other employees of Xerium and its Subsidiaries entered into in the Ordinary Course; and (d) transactions described in Schedule 6.12.

  • Agents and Affiliates Each Managing Agent and the Program Agent and their respective Affiliates may engage in any kind of business with the Borrower, any DT Entity or any Contract Debtor, any of their respective Affiliates and any Person who may do business with or own securities of Borrower, any DT Entity or any Contract Debtor or any of their respective Affiliates, all as if such Persons were not Managing Agents and/or Program Agent and without any duty to account therefor to any Lender.

  • Selection of Brokers and Affiliated Transactions (a) Subject to the policies established by, and any direction from the Trust’s Board of Trustees, the Adviser will be responsible for selecting the brokers or dealers that will execute the purchases and sales for a Fund. Subject to the foregoing, it is understood that the Adviser will not be deemed to have acted unlawfully, or to have breached a fiduciary duty to the Trust or be in breach of any obligation owing to the Trust under this Agreement, or otherwise, solely by reason of its having directed a securities transaction on behalf of a series to a broker-dealer in compliance with the provisions of Section 28(e) of the Securities Exchange Act of 1934 or as otherwise permitted from time to time by a series’ Prospectus and SAI.

  • GE Capital and Affiliates With respect to its Commitments hereunder, GE Capital shall have the same rights and powers under this Agreement and the other Loan Documents as any other Lender and may exercise the same as though it were not Agent; and the term "Lender" or "Lenders" shall, unless otherwise expressly indicated, include GE Capital in its individual capacity. GE Capital and its Affiliates may lend money to, invest in, and generally engage in any kind of business with, any Credit Party, any of their Affiliates and any Person who may do business with or own securities of any Credit Party or any such Affiliate, all as if GE Capital were not Agent and without any duty to account therefor to Lenders. GE Capital and its Affiliates may accept fees and other consideration from any Credit Party for services in connection with this Agreement or otherwise without having to account for the same to Lenders. Each Lender acknowledges the potential conflict of interest between GE Capital as a Lender holding disproportionate interests in the Loans and GE Capital as Agent.

  • Agent and Affiliates Agent shall have the same rights and powers under the Financing Documents as any other Lender and may exercise or refrain from exercising the same as though it were not Agent, and Agent and its Affiliates may lend money to, invest in and generally engage in any kind of business with each Credit Party or Affiliate of any Credit Party as if it were not Agent hereunder.

  • Use of Subsidiaries and Affiliates Each Sub-Adviser may perform any or all of the services contemplated hereunder, including but not limited to providing investment advice to the Trust pursuant to paragraph 2(a) above and placing orders for the purchase and sale of portfolio securities or other investments for the Trust pursuant to paragraph 2(b) above, directly or through such of its subsidiaries or other affiliates, including each of the other Sub-Advisers, as such Sub-Adviser shall determine; provided, however, that performance of such services through such subsidiaries or other affiliates shall have been approved, when required by the 1940 Act, by (i) a vote of a majority of the independent Trustees who are not parties to this Contract or "interested persons" (as defined in the 0000 Xxx) of a party to this Contract, other than as Board members ("Independent Trustees"), cast in person at a meeting called for the purpose of voting on such approval, and/or (ii) a vote of a majority of that Trust's outstanding voting securities.

  • Shares Held by the Company and its Affiliates Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its Affiliates (other than any Holder or transferees or successors or assigns thereof if such Holder is deemed to be an Affiliate solely by reason of its holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.

  • Affiliates and Third Parties If the Asset Representations Reviewer processes the PII of the Issuer’s Affiliates or a third party when performing a Review, and if such Affiliate or third party is identified to the Asset Representations Reviewer, such Affiliate or third party is an intended third-party beneficiary of this Section 4.10, and this Agreement is intended to benefit the Affiliate or third party. The Affiliate or third party may enforce the PII related terms of this Section 4.10 against the Asset Representations Reviewer as if each were a signatory to this Agreement.

  • Insiders’ NASD Affiliation Based on questionnaires distributed to such persons, except as set forth on Schedule 2.18.4, no officer, director or any beneficial owner of the Company's unregistered securities has any direct or indirect affiliation or association with any NASD member. The Company will advise the Representative and its counsel if it learns that any officer, director or owner of at least 5% of the Company's outstanding Common Stock is or becomes an affiliate or associated person of an NASD member participating in the offering.

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