GM Affiliate definition

GM Affiliate means, as of any particular time, a Person that, directly or indirectly through one or more intermediaries, Controls, is Controlled by or is under common Control with GM as of such time; provided, however, that the term "GM Affiliate", as of any particular time, shall not include Xxxxxx or any Xxxxxx Affiliate as of such time;
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GM Affiliate means a Person that, after giving effect to the Distribution, directly or indirectly through one or more intermediaries, is Controlled by GM.
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GM Affiliate shall have the meaning ascribed to such term in the Separation Agreement.
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Examples of GM Affiliate in a sentence

  • Prior to the first Distribution Date, Delphi shall fully discharge and satisfy all of the then existing indebtedness owed to GM or any GM Affiliate (other than payables incurred in the ordinary course of the business).

  • Nothing contained in this Article XII shall be interpreted as requiring the Purchaser or Xxxxxx to indemnify GM or any GM Affiliate against any Tax-Related Loss to the extent that such Tax-Related Loss arises from the recognition of taxable income or gain by GM, any GM Affiliate or any GM shareholder as a result of any failure by GM to distribute (within the meaning of Section 355(a)(1) of the Code) an amount of Xxxxxx stock constituting control (within the meaning of Section 368(c) of the Code) of Xxxxxx.

  • From such date until the first day after the two-year anniversary of the latest Distribution Date, Delphi shall not, and shall not permit any of its Subsidiaries to, create, incur, assume or allow to exist any such indebtedness with GM or any GM Affiliate.

  • This Agreement may not be assigned, except in connection with a merger or consolidation and except that all or any of the rights of GM hereunder may be assigned to any other GM Affiliate and any rights of GMAC hereunder may be assigned to any other GMAC Affiliate.

  • Xxxxxx shall continue the active conduct of the DIRECTV Business primarily through officers and employees of Xxxxxx or any of Xxxxxx' Subsidiaries (and not primarily through independent contractors) who are not also officers or employees of GM or of any GM Affiliate; provided, however, that for the purposes of this Section 12.2(c), neither Xxxxxx nor any of the Subsidiaries of Xxxxxx shall be deemed to be Subsidiaries of GM or of any of the Subsidiaries of GM.

  • All actions, causes of action, judgments and claims or demands exclusively in favor of the Business of whatever kind or description, but excluding any such actions, causes of action, judgments, claims or demands which are the subject of litigation commenced by or against GM or a GM Affiliate prior to the date of Closing.

  • During the Term and subject to Section 4(g) below, revenue share, if any, (or other compensation, if any) payable with respect to revenue collected by CSR from Base Subscription Service subscribers in GM Affiliate Vehicles that are enabled to receive the CSR Service, less any bad debt and refunds for subscription cancellations, shall be mutually agreed to from time to time by CSR and the applicable GM Affiliate, and consented to in writing by XM.

  • The percentage shall depend on the number of Enabled GM Vehicles (including GM Affiliate Vehicles) at the time such revenue is received as follows: If Number of Enabled GM Vehicles is: Then Distributor’s Revenue Share shall be: [***] [***] [***] [***] [***] [***] [***] [***] in excess of [***] [***] The Revenue Share percentages set forth in the table above shall apply to a Base Subscription Service price between [***] and $9.99 per month.

  • During the Term and subject to Section 4(g) below, Distributor shall receive a fifteen percent (15%) share of the revenue billed to GM/CSR Subscribers by CSR for the Base Subscription Service (excluding subscription fees generated from GM Affiliate Vehicles), less bad debt and refunds for subscription cancellations (the “Revenue Share”).

  • In addition to the Installation Commission and subject to the following sentence, XM agrees, during the Term, to pay Distributor a [ ] commission (the "Subscriber Bounty") for each GM/XM Subscriber (excluding subscriptions to the XM Services in GM Affiliate Vehicles) who Purchases a "New Enabled GM Vehicle".


More Definitions of GM Affiliate

GM Affiliate means GM and any Person that is an Affiliate of GM, other than GMAC and its Subsidiaries. “GM Affiliate Business” means all businesses and operations (whether or not such businesses or operations are terminated, divested or discontinued) of the GM Affiliates as conducted from time to time.
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GM Affiliate means an organization directly or indirectly Controlled by GM at any time, but excluding Delphi Automotive Systems Corporation and its subsidiaries.
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GM Affiliate means an organization directly or indirectly Controlled by GM at any time, but excluding Delphi Automotive Systems Corporation and its subsidiaries. “GM Affiliate Copyright” means a copyright or semiconductor chip mask work right in which a GM Affiliate has an ownership interest immediately prior to the Effective Date, but excluding GM Restricted Technology Copyrights.
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GM Affiliate means GM and any Person that is an Affiliate of GM, other than GMAC and its Subsidiaries.
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GM Affiliate means an entity set forth on Attachment 1 hereto.
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Related to GM Affiliate

  • 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.

  • 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.

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

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

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

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

  • 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.

  • Originating Affiliate means an Affiliate of AmeriCredit that has originated Receivables and assigned its full interest therein to AmeriCredit.

  • 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.

  • 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.

  • 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.

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

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

  • Seller Affiliate means any Affiliate of Seller.

  • Borrower Party Affiliate means, with respect to the Mortgage Loan Borrower, a manager of the Mortgaged Property or an Accelerated Mezzanine Loan Lender, (a) any other Person controlling or controlled by or under common control with such Mortgage Loan Borrower, manager or Accelerated Mezzanine Loan Lender, as applicable, or (b) any other Person owning, directly or indirectly, 25% or more of the beneficial interests in such Mortgage Loan Borrower, manager or Accelerated Mezzanine Loan Lender, as applicable. 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.

  • Permitted Entity means with respect to a Qualified Stockholder (a) a Permitted Trust (as defined below) solely for the benefit of (i) such Qualified Stockholder, (ii) one or more Family Members of such Qualified Stockholder and/or (iii) any other Permitted Entity of such Qualified Stockholder, or (b) any general partnership, limited partnership, limited liability company, corporation or other entity exclusively owned by (i) such Qualified Stockholder, (ii) one or more Family Members of such Qualified Stockholder and/or (iii) any other Permitted Entity of such Qualified Stockholder.

  • Excluded Person means each Defendant, the directors and officers of each Defendant, the subsidiaries or affiliates of each Defendant, the entities in which each Defendant or any of that Defendant’s subsidiaries or affiliates have a controlling interest and the legal representatives, heirs, successors and assigns of each of the foregoing.

  • 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.

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

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

  • 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.

  • 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.

  • Business Entity means a natural or legal person, business corporation, professional services corporation, limited liability company, partnership, limited partnership, business trust, association or any other legal commercial entity organized under the laws of this State or of any other state or foreign jurisdiction;