AFF Agreed Proportion has the meaning given to “Agreed Proportion” at clause 6.4(a)(i) of the AFF CTA;
Proportion in relation to a Lender, means:
Net Agreed Value means, (a) in the case of any Contributed Property, the Agreed Value of such property reduced by any liabilities either assumed by the Partnership upon such contribution or to which such property is subject when contributed, and (b) in the case of any property distributed to a Partner or Assignee by the Partnership, the Partnership’s Carrying Value of such property (as adjusted pursuant to Section 5.5(d)(ii)) at the time such property is distributed, reduced by any indebtedness either assumed by such Partner or Assignee upon such distribution or to which such property is subject at the time of distribution, in either case, as determined under Section 752 of the Code.
Class B Members means the Members holding Class B Units.
Class A Members means those Members who have purchased Class A Interests.
Agreed Value of any Contributed Property means the fair market value of such property or other consideration at the time of contribution as determined by the General Partner. The General Partner shall use such method as it determines to be appropriate to allocate the aggregate Agreed Value of Contributed Properties contributed to the Partnership in a single or integrated transaction among each separate property on a basis proportional to the fair market value of each Contributed Property.
Relevant Proportion means, at any time, the proportion which one Note bears to the number of all of the Notes outstanding;
Allocable Share means Allocable Share as that term is defined in the Master Settlement Agreement.
Allocable Overhead means costs incurred by a Party or for its account that are attributable to a Party’s facilities and occupancy costs, corporate bonus (to the extent not charged directly to a department), and its supervisory, payroll, information systems, human relations and purchasing functions and that are allocated to company departments based on space occupied or headcount or other activity-based method. Allocable Overhead shall not include any costs attributable to general corporate activities, including, by way of example, executive management, investor relations, business development, legal affairs and finance.
Joint Lead Arrangers shall have the meaning assigned to such term in the introductory paragraph of this Agreement.
Shareholder Representative has the meaning set forth in the preamble.
Joint Fee Letter means the Joint Fee Letter, dated July 20, 2021, among the Borrowers, Citibank, Bank of America, JPMorgan, and certain of the Arrangers.
Percentage Interest means, with respect to each Note Holder, a fraction, expressed as a percentage, the numerator of which is the Note Principal Balance of the Note held by such Note Holder and the denominator of which is the sum of the Note Principal Balances of all of the Notes.
Joint Lead Arranger means each of Xxxxx Fargo Securities, LLC, X.X. Xxxxxx Securities LLC, PNC Capital Markets, LLC and RBS Securities Inc. and their respective successors, in their capacity as joint lead arrangers and joint bookrunners.
Apportionment means the apportionment as determined by Section
Member Representative means an individual who can make OHP-related decisions for a member who is not able to make such decisions themselves.
Consenting Stakeholders has the meaning set forth in the preamble to this Agreement.
Partners means the General Partner and the Limited Partners.
Agreed Allocation means any allocation, other than a Required Allocation, of an item of income, gain, loss or deduction pursuant to the provisions of Section 6.1, including a Curative Allocation (if appropriate to the context in which the term “Agreed Allocation” is used).
Majority Participating Holders means Participating Holders holding more than 50% of the Registrable Securities proposed to be included in any offering of Registrable Securities by such Participating Holders pursuant to Section 2.1 or Section 2.2.
Members means the persons who are duly registered as the holders from time to time of shares in the register including persons who are jointly so registered.
Co-Lead Arrangers means X.X. Xxxxxx Securities Inc. and RBSGC.
Certificate Percentage Interest means, with respect to a Certificate, the percentage specified on such Certificate as the Certificate Percentage Interest, which percentage represents the beneficial interest of such Certificate in the Trust. The initial Certificate Percentage Interest held by the Depositor shall be 100%.
Equityholders has the meaning set forth in the Preamble.
Stockholder Representative has the meaning set forth in the preamble.
Sharing Percentage means, with respect to any Member, a percentage, expressed as a fraction the numerator of which is the number of Units held by such Member and the denominator of which is the aggregate number of Units held by all Members.
Majority Members means Members holding a majority of the Units owned by all Members or if there is only one Member, such Member.