Equity Arrangement definition

Equity Arrangement means each plan, program, agreement or arrangement pursuant to which a Company Employee or a former employee of any Company Group Member holds restricted common stock of the Parent, options to purchase the common stock of the Parent, restricted stock units of the Parent, stock appreciations right of the Parent or any other rights related to equity of the Parent, excluding (1) stock appreciation rights that form part of any LTIP and (2) the TARP Compensation.
Equity Arrangement means each plan, program, agreement or arrangement pursuant to which a Company Employee or a former employee of any Company Group Member holds restricted common stock of the Parent, options to purchase the common stock of the Parent, restricted stock units of the Parent, stock appreciations right of the Parent or any other rights related to equity of the Parent, other than the Parent 2012 Long-Term Incentive Plan for ILFC Employees, the Parent 2011 Long-Term Incentive Plan, the Parent 2010 Long-Term Incentive Plan or the ILFC 2009 Long-Term Incentive Plan.

Examples of Equity Arrangement in a sentence

  • Neither the Borrower nor any Subsidiary is party to any tax sharing agreement with any Person or any other agreement pursuant to which it is liable for the material Taxes of another Person (including with any Affiliate of the Borrower or its Subsidiaries) other than in connection with a Permitted Tax Equity Arrangement or customary provisions contained in any agreements entered into in the ordinary course of business and not primarily related to Taxes.

  • Borrower shall have furnished to the Independent Engineer each then current financial model prepared by or on behalf of Borrower or any of its Subsidiaries in connection with such Project, including any such model prepared in connection with any Permitted Tax Equity Arrangement for such Project, to the extent that the inputs and revenue, technical, operating or construction assumptions from any such model are incorporated into the Base Case Model delivered pursuant to the foregoing clause (i).

  • Neither the Parent nor the Borrower will, nor will they permit any Consolidated Subsidiary to, amend, modify or waive any of its rights under (a) its certificate of incorporation, by-laws or other organizational or shareholder documents, (b) the Merger Agreement, (c) any Senior Note Document, (d) any Term Loan Document or (e) the documents related to the Luxembourg Equity Arrangement; and (f) any other Material Indebtedness, in each case in any manner that would be materially adverse to the Lenders.

  • Equity Arrangement FeeThe Promoter is entitled to receive an equity arrangement fee equal to 3% of the equity provided by the Company towards any development costs incurred under a Development Management Agreement or the purchase of land that is not funded by Debt Finance provided that the Company receives a rate of return thereon at a rate that is set out in the relevant heads of terms or as otherwise agreed between the Company and the Promoter.

  • In the event that Buyer secures a Tax Equity Arrangement for the Transactions, FERC and other regulatory approvals may be included as Buyer’s Regulatory Approvals and additional language added to the Agreement to address such approvals.

  • Under the terms of the Sweet Equity Arrangement, Geoffrey Keal, the Managing Director of TerraQuest will acquire C Ordinary Shares.

  • Any Shares or Options acquired subsequent to the date hereof by a Stockholder (including pursuant to any Employee Equity Arrangement) shall be subject to the terms and conditions of this Agreement and such securities shall be considered to be “Shares” or “Options,” respectively, as such terms are used herein for purposes of this Agreement.

  • Shares to be issued For deferred consideration which is to be provided for by the issue of a fixed number of shares at a future defined date, where there is no obligation on Keywords to offer a variable number of shares, the deferred consideration is to be classified as an Equity Arrangement and the value of the shares is fixed at the date of the acquisition.

  • Founder shall not transfer the Interests except to the extent permitted under the terms of the Equity Arrangement Term Sheet (or, once signed and delivered by Parent, Founder and the other parties thereto, the Limited Partnership Agreement).

  • The treatment is in compliance with the Equity Arrangement defined at IAS32.16.

Related to Equity Arrangement

  • Access Arrangement means an arrangement for access to a Covered Pipeline that has been approved by the Relevant Regulator.

  • legal arrangement means a trust or other similar arrangement;

  • Arrangement Agreement has the meaning ascribed thereto in the recitals hereof;

  • Compensation Arrangement means any direct or indirect compensatory payment or other financial agreement, arrangement or understanding with any person or entity other than the Corporation, including any agreement, arrangement or understanding with respect to any direct or indirect compensation, reimbursement or indemnification in connection with candidacy, nomination, service or action as a nominee or as a director of the Corporation;

  • Treasury Management Arrangement means any agreement or other arrangement governing the provision of treasury or cash management services, including deposit accounts, overdraft, credit or debit card, funds transfer, automated clearinghouse, zero balance accounts, returned check concentration, controlled disbursement, lockbox, account reconciliation and reporting and trade finance services and other cash management services.

  • referral arrangement means any arrangement in which a registrant agrees to pay or receive a referral fee;

  • Travel Arrangements means: (a) transportation: (b) accommodations: and (c) other specified services arranged by the Travel Supplier for the covered trip.

  • Continuing Arrangements means those arrangements set forth on Schedule 1.1(24) and such other commercial arrangements among the Parties that are intended to survive and continue following the Separation Time; provided, however, that for the avoidance of doubt, Continuing Arrangements shall not be Third Party Agreements.

  • Tax Sharing Arrangement means any written or unwritten agreement or arrangement for the allocation or payment of Tax liabilities or payment for Tax benefits with respect to a consolidated, combined or unitary Tax Return which includes the Company.

  • Share Compensation Arrangement means any stock option, stock option plan, employee stock purchase plan or any other compensation or incentive mechanism involving the issuance or potential issuance of Shares, including a share purchase from treasury which is financially assisted by the Corporation by way of a loan, guarantee or otherwise;

  • Management Arrangements means the arrangements for the strategic management of the relationship between the Authority and the Contractor, including arrangements for monitoring of the Contractor’s compliance with the Specification, the Service Levels, the Award Procedures and the terms of this Framework Agreement, set out in Schedule 4.

  • Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.

  • Sponsor Management Agreement means the Management Agreement between certain of the management companies associated with the Sponsors and the Borrower.

  • Benefit Arrangement means at any time an employee benefit plan within the meaning of Section 3(3) of ERISA which is not a Plan or a Multiemployer Plan and which is maintained or otherwise contributed to by any member of the ERISA Group.

  • Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).

  • Sponsor Letter Agreement has the meaning set forth in the recitals to this Agreement.

  • Alternative living arrangement means a structure in which households live in distinct bedrooms, yet share kitchen and plumbing facilities, central heat and common areas. Alternative living arrangements include, but are not limited to: transitional facilities for the homeless; Class A, B, C, D and E boarding homes as regulated by the State of New Jersey Department of Community Affairs; residential health care facilities as regulated by the New Jersey Department of Health; group homes for the developmentally disabled and mentally ill as licensed and/or regulated by the New Jersey Department of Human Services; and congregate living arrangements.

  • Foreign Benefit Arrangement means any employee benefit arrangement mandated by non-U.S. law that is maintained or contributed to by any Credit Party or any of its Subsidiaries.

  • Life-of-the-unit, firm power contractual arrangement means a unit participation power sales agreement under which a utility or industrial customer reserves, or is entitled to receive, a specified amount or percentage of nameplate capacity and associated energy from any specified unit and pays its proportional amount of such unit's total costs, pursuant to a contract:

  • Existing Management Agreement means that certain management agreement between the Seller and the Existing Manager for the operation and management of the Hotel.

  • Interlocal Agreement means an agreement entered into under this act.

  • Limited Condition Acquisition Agreement means, with respect to any Limited Condition Acquisition, the definitive acquisition documentation in respect thereof.

  • admission arrangements means the arrangements for a particular school or schools which govern the procedures and the decision making for the purposes of admitting pupils to the school.

  • New Management Agreement means the management agreement to be entered into between Buyer and the Manager for the operation and management of the Hotel on and after the Closing Date.

  • netting arrangement means an arrangement under which a number of claims or obligations can be converted into a single net claim, including close-out netting arrangements under which, on the occurrence of an enforcement event (however or wherever defined) the obligations of the parties are accelerated so as to become immediately due or are terminated, and in either case are converted into or replaced by a single net claim, including ‘close-out netting provisions’ as defined in point (n)(i) of Article 2(1) of Directive 2002/47/EC and ‘netting’ as defined in point (k) of Article 2 of Directive 98/26/EC;

  • Change of Control Agreement means the Change of Control letter agreement between the Company and the Executive of even date herewith.