Exempted Arrangements definition

Exempted Arrangements means (i) the payment of the Transaction Fees and (ii) the arrangements provided in (A) the intercompany agreements listed on Schedule II hereto, (B) the Company Notes and (C) any agreement or transaction which involves payments by any party of less than $1,500,000 annually in the aggregate, between Black Knight or any of its Affiliates, on the one hand, and the Company or any of its Subsidiaries, on the other hand.
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Exempted Arrangements means the arrangements provided in (i) the Management Agreement by and between the Company and THL Advisors V, LLC of even date herewith, (ii) the Management Agreement by and between the Company and TPG GenPar IV, L.P. of even date herewith, (iii) the intercompany agreements listed on Schedule 1 hereto, and (iv) any contracts or transactions involving the Parent or one of its Subsidiaries (other than the Company or its Subsidiaries) on the one hand, and the Company or one of its Subsidiaries on the other hand, involving payments of less than $500,000 annually in the aggregate by either party and which do not restrict the ability of the Company and its Subsidiaries to engage in any activities.
Sample 1
Exempted Arrangements means the arrangements provided in (i) the Management Agreement by and between the Company and THL Advisors V, LLC of even date herewith, (ii) the Management Agreement by and between the Company and Fidelity National Financial, Inc. of even date herewith, (iii) the Management Agreement by and between the Company and Evercore Advisors L.L.C. of even date herewith, and (iv) any contracts or transactions involving FNF or one of its Subsidiaries (other than the Company or its Subsidiaries) on the one hand, and the Company or one of its Subsidiaries on the other hand, involving payments of less than $200,000 annually in the aggregate by either party; provided, that (i) such transactions do not restrict the ability of the Company and its Subsidiaries to engage in any activities and (ii) such transactions have been disclosed in advance to the Board and are on terms no less favorable to the Company than could be obtained in an arms'-length transaction.
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More Definitions of Exempted Arrangements

Exempted Arrangements means the arrangements provided in (i) the Management Agreement by and between the Company and THL Advisors V, LLC of even date herewith, (ii) the Management Agreement by and between the Company and TPG GenPar IV, L.P. of even date herewith, (iii) the Management Agreement by and between the Company and Evercore Advisors L.L.C. of even date herewith, (iv) the intercompany agreements listed on Schedule 1 hereto, and (v) any contracts or transactions involving the Parent or one of its Subsidiaries (other than the Company or its Subsidiaries) on the one hand, and the Company or one of its Subsidiaries on the other hand, involving payments of less than $500,000 annually in the aggregate by either party and which do not restrict the ability of the Company and its Subsidiaries to engage in any activities.
Sample 1
Exempted Arrangements means the arrangements provided in (i) the Management Agreement by and between the Company and THL Managers VI, LLC dated as of May 30, 2007, (ii) the Management Agreement by and between the Company and FNF dated as of May 30, 2007, and (iii) any contracts or transactions involving FNF or one of its Subsidiaries (other than the Company or its Subsidiaries) on the one hand, and the Company or one of its Subsidiaries on the other hand, involving payments of less than $200,000 annually in the aggregate by either party; provided, that (i) such transactions do not restrict the ability of the Company and its Subsidiaries to engage in any activities and (ii) such transactions have been disclosed in advance to the Board and are on terms no less favorable to the Company than could be obtained in an arms’-length transaction.
Sample 1

Related to Exempted Arrangements

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

  • 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.

  • Cash Management Arrangements means all cash management arrangements pursuant to which Honeywell or its Subsidiaries automatically or manually sweep cash from, or automatically or manually transfer cash to, accounts of SpinCo or any member of the SpinCo Group.

  • 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.

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

  • 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.

  • 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:

  • Joint service arrangements means agreements between or

  • Non-Exempt Severance Arrangement means a severance arrangement or other agreement between the Participant and the Company that provides for acceleration of vesting of an Award and issuance of the shares in respect of such Award upon the Participant’s termination of employment or separation from service (as such term is defined in Section 409A(a)(2)(A)(i) of the Code (and without regard to any alternative definition thereunder) (“Separation from Service”) and such severance benefit does not satisfy the requirements for an exemption from application of Section 409A provided under Treasury Regulations Section 1.409A-1(b)(4), 1.409A-1(b)(9) or otherwise.

  • 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.

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

  • 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.

  • Scheme of Arrangement means a scheme of arrangement, share for share exchange or analogous procedure.

  • Significant Transaction or Arrangement means any individual transaction or arrangement that exceeds or is likely to exceed 10% of the total revenues or total expenses or total assets or total liabilities, as the case may be, of the material unlisted subsidiary for the immediately preceding accounting year.

  • Benefit Arrangements has the meaning set forth in Section 4.20(b).

  • 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;

  • Qualifying Amendment means an amendment or supplement to the Proxy Statement (including by incorporation by reference) to the extent it contains (i) a Change in the Company Recommendation, (ii) a statement of the reasons of the Board of Directors of the Company for making such Change in the Company Recommendation and (iii) additional information reasonably related to the foregoing.

  • Plan of Arrangement means the plan of arrangement, substantially in the form set out in Schedule A, subject to any amendments or variations to such plan made in accordance with this Agreement and the Plan of Arrangement or made at the direction of the Court in the Final Order with the prior written consent of the Company and the Purchaser, each acting reasonably.

  • 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.

  • Arrangements means a formal agreement entered into between the Council and a debtor where specific repayment parameters are agreed to.

  • legal arrangement means a trust or other similar arrangement;

  • Cash Management Agreements means those certain cash management agreements, in form and substance satisfactory to Agent, each of which is among the applicable Credit Party, Agent, and one of the Cash Management Banks.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • Financing Arrangements means the arrangements between the Borrower and the State as per current policy of the Borrower, and acceptable to ADB;

  • 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;

  • Foreign Benefit Plan means any Employee Benefit Plan established, maintained or contributed to outside of the United States of America or which covers any employee working or residing outside of the United States.