FRC Affiliate definition

FRC Affiliate means each of First Reserve; First Reserve Corporation ("FRC"); First Reserve Fund IX, L.P.; First Reserve Fund X, L.P.; any other investment funds managed or advised, directly or indirectly, by FRC (including funds formed after the date hereof), and any subsidiaries, affiliates, or direct or indirect general partners of any of the foregoing entities.
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FRC Affiliate means First Reserve and any person directly or indirectly controlling, controlled by or under common control with First Reserve. For purposes of the foregoing definition, the term “controlling” “controlled by” or “under common control with” means the power to direct or cause the direction of the management and policies of a person or entity, whether through the ownership of voting securities, by contract or otherwise.
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FRC Affiliate means any entity that is an affiliate or First Reserve;
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Examples of FRC Affiliate in a sentence

  • I look forward to receiving your proposal.Sincerely,Michael Warlick Senior BuyerCarruthers Hall | 1001 N.

  • The voting rights under Section 1 of this Agreement may be assigned by First Reserve to another FRC Affiliate.

  • Other than any Holder that is an FRC Affiliate, no Holder shall have any rights under Sections 2.2 or 2.3 with respect to any Registrable Securities held by such Holder if, in the reasonable opinion of counsel to the Company, addressed to such Holder, all such Registrable Securities then held by such Holder could be sold under Rule 144 promulgated under the Securities Act in a single transaction.

  • The Company may assign its rights under Section 4 to First Reserve or another FRC Affiliate.

  • The management rights under Section 1 of this Agreement and information rights under Section 2.8(c) of this Agreement may be assigned by First Reserve to another FRC Affiliate, but may not otherwise be assigned.

  • Without limiting the foregoing, term "Disinterested Directors" shall mean (a) with respect to any transaction with the FRC Affiliate Group, the directors other than those nominated by FRC and (b) with respect to any transaction with the Odyssey Affiliate Group, the directors other than those nominated by Odyssey.

  • If (a) a Seller other than First Reserve has received a Purchase Offer and not all of the Stock covered by such Purchase Offer has been purchased pursuant to Section 3.2, or (b) if First Reserve wishes to Transfer Stock other than a Transfer to an FRC Affiliate or a Transfer resulting in an exercise by First Reserve of the Compelled Transfer rights set forth in Section 3.5, then the Seller or First Reserve, as the case may be, shall deliver the Sale Notice (the "Final Notice") to the other Stockholders.

  • Without limiting the foregoing, term "Disinterested Directors" shall mean (a) with respect to any transaction with the FRC Affiliate Group, the directors other than those nominated by FRC and (b) with respect to any the Odyssey Affiliate Group, the directors other than those nominated by Odyssey.

  • Without limiting the foregoing, term "Disinterested Directors" shall mean (a) with respect to any transaction with HALLIBURTON COMPANY AGREEMENT AND PLAN OF RECAPITALIZATION APPENDIX VIII-4 the FRC Affiliate Group, the directors other than those nominated by FRC and (b) with respect to any transaction with the Odyssey Affiliate Group, the directors other than those nominated by Odyssey.

  • It is a broad concept that includes material and non- material factors.

Related to FRC Affiliate

  • BHC Affiliate has the meaning assigned to the term “affiliate” in, and shall be interpreted in accordance with, 12 U.S.C. §1841(k).

  • Non-Affiliate means, for any specified Person, any other Person that is not an Affiliate of the specified Person.

  • Downstream Affiliate means an entity whose outstanding Voting Shares were, at the date of issuance of the Qualifying Guarantee, more than 50 per cent. owned, directly or indirectly, by the Reference Entity.

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

  • Affiliated Entity means any entity controlling, controlled by, or under common control with an Insured.

  • 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 means any Person that, directly or indirectly through one or more intermediaries, controls or is controlled by or is under common control with a Person, as such terms are used in and construed under Rule 405 under the Securities Act.

  • 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 Entities means any legal entity, including any corporation, limited liability company, partnership, not-for-profit corporation, estate planning vehicle or trust, which is directly or indirectly owned or controlled by the Stockholder or his or her descendants or spouse, of which such Stockholder or his or her descendants or spouse are beneficial owners, or which is under joint control or ownership with any other person or entity subject to a lock-up agreement regarding the Common Stock with terms substantially identical to this Agreement.

  • BNY Affiliate means any office, branch or subsidiary of The Bank of New York Company, Inc.

  • Affiliated Group means any affiliated group within the meaning of Code Section 1504(a) or any similar group defined under a similar provision of state, local or foreign law.

  • 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.

  • Participating Affiliate means an Affiliate which has been designated by the Committee in advance of the Purchase Period in question as a corporation whose eligible Permanent Full-Time Employees may participate in the Plan.

  • Sponsor Affiliate means an entity that joins with the Company and that participates in the investment in, or financing of, the Project and which meets the requirements under the FILOT Act to be entitled to the benefits of this Fee Agreement with respect to its participation in the Project, all as set forth in Section 5.13 hereof.

  • Screened Affiliate means any Affiliate of a Holder (i) that makes investment decisions independently from such Holder and any other Affiliate of such Holder that is not a Screened Affiliate, (ii) that has in place customary information screens between it and such Holder and any other Affiliate of such Holder that is not a Screened Affiliate and such screens prohibit the sharing of information with respect to the Company or its Subsidiaries, (iii) whose investment policies are not directed by such Holder or any other Affiliate of such Holder that is acting in concert with such Holder in connection with its investment in the Notes, and (iv) whose investment decisions are not influenced by the investment decisions of such Holder or any other Affiliate of such Holder that is acting in concert with such Holders in connection with its investment in the Notes.

  • Controlling Affiliate means an Affiliate that directly or indirectly Controls the Hotel and/or Controls the entity that Controls the Hotel.

  • Covered Affiliate has the meaning assigned to the term “affiliate” in, and shall be interpreted in accordance with, 12 U.S.C. § 1841(k).

  • U.S. Affiliate means the U.S. registered broker-dealer affiliate of an Underwriter;

  • Plan Affiliate means any other Person with whom the First Person constitutes or has constituted all or part of a controlled group, or which would be treated or have been treated with the First Person as under common control or whose employees would be or have been treated as employed by the First Person, under Section 414 of the Code or Section 4001(b) of ERISA and any regulations, administrative rulings and case law interpreting the foregoing.

  • 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.

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

  • Excluded Entity means each of the Hong Kong Disneyland Entities, the Shanghai Project Entities and the Specified Project Entities.

  • 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.

  • Excluded Entities has the meaning set forth in Section 2.2(b)(iv).

  • Participating Subsidiary means a Subsidiary which has been designated by the Administrator as covered by the Plan.