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

  • NoteUnder Section 47 of the Unemployment Insurance Act (1997:238) (lagen om arbetslöshetsförsäkring) the employer, at the request of the individual, is to issue an employment certificate.

  • With respect to subsection (c) hereof, in the event that any Debtor does not pay its Allocated Affiliate Share, the remaining Debtors will be jointly and severally liable to satisfy such obligation.

  • Tsutsujigaoka, Akishima City, Tokyo, Japan Tel: +81 ( 42 ) 546-2305March 16, 2022 Notice Regarding Transfer of Equity-Method Affiliate (Share Transfer) Foster Electric Company, Limited (hereinafter, the “Company”) has concluded a share transfer agreement for the sale of shares of a Brazil-based affiliate Thomas KL Indústria de Alto Falantes S.A. the Company’s consolidated subsidiary Foster Electric (U.S.A), Inc.

  • It is further clarified that the Sellers’ Affiliate is not receiving any discount whatsoever with respect to its minority non-controlling investment in the Acquirer from the PAC vis-à-vis the valuation of the Acquirer as part of the Affiliate Share Sale Agreement.

  • Majority-Owned Nonbank U.S. Affiliate Share of U.S. Value Added and Employment in Private Industries, 1988–2007 p Preliminary r Revised Percent change from preceding year:Employment by nonbank affiliates rose in 2007 for the third consecutive year to 5,347,000, an increase of Value addedEmployment Millions of dollars0.2 percent.

  • The clerk presented the monthly bank reconciliations and copy of the bank statements for information.

  • The shares of the Acquirer acquired by the Seller’s Affiliate under the Affiliate Share Sale Agreement will be subject to lock-in period of four years after the closing date under Affiliate Share Sale Agreement.

  • Table 7: U.S. MNC Operations, Manufacturing Industries, 1977 and 1994 Foreign Affiliate Share19771994Of Total MNC Sales21.2%29.0%Of Total MNC Employment26.6%31.6%Of Total MNC Income21.4%35.3% Developing Country Affiliate Share Of Total Foreign Affiliate Employment28.0%34.0%Of Total Foreign Affiliate Net Income14.0%27.2% Ratio of Average Compensation in Foreign Affiliates to Average Compensation in U.S. Operations Developed Countries Source: Burke, 1999.

  • There are no substantive changes, but clarifying language has been added.

  • Status of shares held after transfer: 0 shares (percentage of voting rights: 0%)2) Transfer price: ¥11.7 billion3) Gain/loss on transfer: The Company expects to record a gain on transfer of approximately ¥7.0 billion in the fiscal year ending March 31, 2024.Note: The transfer price was not disclosed in the April 28, 2023 release entitled “Notice Regarding Change of Equity-Method Affiliate (Share Transfer).” After consultation among the related parties, this price has been disclosed.


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 any transaction entered into between any member of the Group and the Parent or any other member of the Kronos Group either (i) in the ordinary course of trading or business and in accordance with past practice or (ii) which is necessary to accommodate legal or regulatory requirements of such member of the Group.

  • Controlled Affiliates means with respect to any Person, any other Person that directly or indirectly through one or more intermediaries is Controlled by such Person.

  • 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 a ten percent (10%) or greater ownership interest, 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 corporation, limited liability company, partnership, joint venture, trust or other entity or enterprise, whether or not for profit, that is directly or indirectly controlled by the Company. For purposes of this definition, “control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of an entity or enterprise, whether through the ownership of voting securities, through other voting rights, by contract or otherwise; provided that direct or indirect beneficial ownership of capital stock or other interests in an entity or enterprise entitling the holder to cast 15% or more of the total number of votes generally entitled to be cast in the election of directors (or persons performing comparable functions) of such entity or enterprise shall be deemed to constitute control for purposes of this definition.

  • Affiliated Persons or "AFFILIATES" means

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

  • 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 of any specified Person means any other Person directly or indirectly controlling or controlled by or under direct or indirect common control with such specified Person. For the purposes of this definition, “control” when used with respect to any specified Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and the terms “controlling” and “controlled” have meanings correlative to the foregoing.

  • 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 4.11 (“Transactions with Affiliates”).

  • Affiliated Lender Cap has the meaning assigned to such term in Section 9.05(g)(iv).

  • 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 specified Person, a private equity investment fund that is an Affiliate of such Person or that is advised by the same investment adviser as such Person or by an Affiliate of such investment adviser.

  • Parent Affiliate means any Person that is (or at any relevant time was) under common control with Parent within the meaning of Sections 414(b), (c), (m) and (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).

  • Affiliate Contract means any contract or agreement between the Company or any of its Subsidiaries (including the Partnership Group), on the one hand, and any Member or Members or any Affiliate or Affiliates of Members, on the other hand.

  • Affiliate Subordination Agreement means an Affiliate Subordination Agreement substantially in the form of Exhibit C pursuant to which intercompany obligations and advances owed by any Loan Party are subordinated to the Obligations.

  • Permitted Business Investment means any Investment made in the ordinary course of, and of a nature that is or shall have become customary in, the Oil and Gas Business including investments or expenditures for actively exploiting, exploring for, acquiring, developing, producing, processing, gathering, marketing or transporting oil, natural gas or other Hydrocarbons and minerals through agreements, transactions, interests or arrangements which permit one to share risks or costs, comply with regulatory requirements regarding local ownership or satisfy other objectives customarily achieved through the conduct of the Oil and Gas Business jointly with third parties including: