Affiliate Share definition

Affiliate Share means any common share issued by BR GP, ICE AB Inc., FRI Inc. or HE Inc.
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Affiliate Share has the meaning ascribed to it in section "2.2" hereinbelow;
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Affiliate Share means each share of Common Stock issued upon conversion of an Affiliate Note, and each other share of Common Stock issued in exchange thereof, or in substitution therefor; provided, however, that a share of Common Stock that is an Affiliate Share will cease to be an Affiliate Share at such time, if any, that (a) either (i) such share is eligible for resale pursuant to Rule 144 without any limitations thereunder as to volume, manner of sale, availability of current public information or notice; (ii) such share is sold or otherwise transferred pursuant to a registration statement that was effective under the Securities Act at the time of such sale or transfer; (iii) such share is sold or otherwise transferred pursuant to an available exemption (including Rule 144) from the registration and prospectus-delivery requirements of, or in a transaction not subject to, the Securities Act and, immediately after such sale or transfer, such share ceases to constitute a “restricted security” (as defined in Rule 144); and (b) the Company has received such certificates or other documentation or evidence as the Company may reasonably require in order to establish that (x) the holder or beneficial owner of such share is not, and was not at any time during the preceding three (3) months, an Affiliate of the Company; and (y) at least one of the conditions set forth in clause (a) above has been satisfied. The Trustee will have no obligation to determine or verify whether any share of Common Stock is an Affiliate Share.
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Examples of Affiliate Share in a sentence

  • Except for the Indebtedness Payment and Affiliate Share Transfer, Employee acknowledges and represents that the Company has paid or provided all salary, wages, bonuses, accrued vacation/paid time off, premiums, leaves, housing allowances, relocation costs, interest, severance, outplacement costs, fees, reimbursable expenses, commissions, stock, stock options, restricted stock units, vesting, and any and all other benefits and compensation due to Employee through the Separation Date.

  • Employee agrees that the Indebtedness Payment and the Affiliate Share Transfer represents settlement in full of all outstanding obligations owed to Employee by the Company and Bubblr Limited, and their respective current and former officers, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, and predecessor and successor corporations and assigns (collectively, the “Releasees”).

  • For each BIL-Covered Affiliate, the BIL-Covered Affiliate Share shall equal (i) the quotient of (A) such BIL-Covered Affiliate's Percentage Increase, divided by (B) the sum of all BIL-Covered Affiliate Percentage Increases, multiplied by (ii) the BIL-Covered Affiliate Annual Volume Rebate.

  • This Agreement dated this 1st day delay May 201 between turnover among Coastal Community Resilience Inc DBA RISE a Virginia nonstock 501c3 corporation.

  • The BIL-Covered Affiliate Annual Volume Rebate shall be allocated among the BIL-Covered Affiliates so as to pay each BIL-Covered Affiliate its BIL-Covered Affiliate Share.

  • For each Bacardi Monaco-Covered Affiliate, the Bacardi Monaco-Covered Affiliate Share shall equal (i) the quotient of (A) such Bacardi Monaco-Covered Affiliate's Percentage Increase, divided by (B) the sum of all Bacardi Monaco-Covered Affiliate Percentage Increases, multiplied by (ii) the Bacardi Monaco-Covered Affiliate Annual Volume Rebate.

  • In the event that PAGI desires to exercise both the Share Option and ------ the Affiliate Share Option, the exercise price with respect thereto shall be the sum of (i) four (4) times the BPN Affiliates pre-tax earnings for the twelve (12) complete consecutive calendar months immediately preceding the date of the Exercise Notice, plus (ii) the Share Option Exercise Price.

  • The Share Option and ----------------------------------- the Affiliate Share Option may be exercised as provided herein prior to the Option Termination Date or the termination of this Agreement, whichever occurs sooner, and shall only be exercised once during the Option Period in whole and not in part with respect to the Shares, and if appropriate, all the Affiliate Shares.

  • The Fund's undivided interest, expressed as a percentage, in General Dynamics Receivables or Affiliate Receivables, is hereinafter referred to as "General Dynamics Percentage" or "Affiliate Percentage", respectively, and in each case shall at any time be equal to General Dynamics Share or an Affiliate Share, as the case may be, divided by the face value of General Dynamics Receivables or the applicable Affiliate Receivables, respectively.

  • In the event that PAGI desires to exercise -------------- the Share Option, alone, or the Share Option and the Affiliate Share Option, together, it shall do so by concurrently delivering an executed written notice to each of the Shareholders and BPN, on or before the Option Termination Date, of its election to exercise the same (the "Exercise Notice").


More Definitions of Affiliate Share

Affiliate Share means Affiliate’s two (2) percentage interest in the Net Profits and Net Losses of DBNY.
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Related to Affiliate Share

  • Permitted Affiliate means with respect to any Person (a) any Person that directly or indirectly controls such Person, and (b) any Person which is controlled by or is under common control with such controlling Person. As used in this definition, the term “control” of a Person means the possession, directly or indirectly, of the power to vote eighty percent (80%) or more of any class of voting securities of such Person or to direct or cause the direction of the management or policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

  • Permitted Affiliate Transactions means the following:

  • Controlled Affiliates means, with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, has Majority Control of or is Majority Controlled by or is under common Majority Control with the Person specified.

  • Affiliate Transferee has the meaning set forth in Section 3.2(a).

  • Affiliate Member means an individual who is an umpire, referee, coach or other official who is associated with the Association but who is not an Individual Member.

  • Investment Affiliate means any Person in which the Consolidated Group, directly or indirectly, has made an Investment and whose financial results are not consolidated under GAAP with the financial results of the Consolidated Group.

  • Controlled unaffiliated business means a company:

  • Controlled Affiliate means any Affiliate of the specified Person that is, directly or indirectly, Controlled by the specified Person.

  • Affiliated Persons or "AFFILIATES" means

  • Affiliated business entity relationship means a relationship, other than a parent- subsidiary relationship, that exists when

  • Permitted Special Servicer/Affiliate Fees Any commercially reasonable treasury management fees, banking fees, title insurance and/or other insurance commissions and fees, title agency fees, and appraisal review fees received or retained by the Special Servicer or any of its Affiliates in connection with any services performed by such party with respect to any Serviced Loan or REO Property, in each case, in accordance with Article III of this Agreement.

  • Excluded Affiliates means, collectively, any Affiliates of any of the Lead Arrangers that are engaged as principals primarily in private equity, mezzanine financing or venture capital.

  • affiliated person promoter" and "principal underwriter" as used in the preceding sentence shall have the meanings assigned to each such term in the Investment Company Act of 1940, as amended.

  • Affiliated Party means, with respect to any Purchaser, any person or entity which, directly or indirectly, controls, is controlled by or is under common control with such Purchaser, including, without limitation, any general partner, officer or director of such Purchaser and any venture capital fund now or hereafter existing which is controlled by one or more general partners of, or shares the same management company as, such Purchaser.

  • Affiliate Transfer is defined in Section 7.03(a)(i).

  • Affiliate means, with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with the Person specified.

  • Designated Affiliate means the affiliates of the Corporation designated by the Committee for purposes of the Plan from time to time;

  • Affiliated Funds are any fund of Xxxx Xxxxxxx Trust (“JHVIT”), Xxxx Xxxxxxx Funds II (“JHF II”) or Xxxx Xxxxxxx Funds III (“JHF III”), excluding the following funds of JHVIT: the Money Market Trust B, 500 Index Trust B, International Equity Index Trust B and Total Bond Market Trust B.

  • Affiliate Transactions has the meaning set forth in Section 4.18.

  • Affiliated Lender Cap has the meaning set forth in Section 10.07(l)(iii).

  • Excluded Affiliate means any Affiliate of any Agent that is engaged as a principal primarily in private equity, mezzanine financing or venture capital.

  • Affiliate Transaction has the meaning provided in Section 4.11.

  • Affiliated Fund means with respect to any Investors, each corporation, trust, limited liability company, general or limited partnership or other entity under common control with that Investor (including any such entity with the same general partner or principal investment advisor as that Investor or with a general partner or principal investment advisor that is an Affiliate of the general partner or principal investment advisor of that Investor).

  • Parent Affiliate means any Person under common control with any of the Parent Entities within the meaning of Section 414(b), Section 414(c), Section 414(m) or Section 414(o) of the Code, and the regulations issued thereunder.

  • Parent-subsidiary relationship means a relationship that exists when one corporation directly or indirectly owns shares possessing more than 50 percent of the voting power of another corporation.

  • Affiliate Contracts shall have the meaning set forth in Section 4.11(b).