Holdco Group Member definition

Holdco Group Member means any member of the Holdco Group.
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Holdco Group Member means, collectively, each of (i) Holdings, (ii) WCAS Paycom Holdings, Inc., (iii) WCAS XX XX Blocker, Inc., (iv) Paycom Payroll Holdings, LLC and (v) any other Subsidiary of Holdings (other than the Borrower and its Subsidiaries).
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Holdco Group Member is defined in the Preamble. “Holdco IDRs” is defined in the Recitals.
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Examples of Holdco Group Member in a sentence

  • Holdco shall cause each Company Group Member and each Holdco Group Member to comply with the terms of this Agreement.

  • Each Obligor shall, and shall ensure that each other Transaction Obligor, each Holdco Group Member and each Group Member shall, comply in all respects with the SAFE Rules, any amendments and/or supplements to the SAFE Rules to the extent applicable, and all further and/or supplemental laws and/or regulations (relating to any of the subject matters of the SAFE Rules) to which it is subject from time to time if failure so to comply has or would reasonably be expected to have a Material Adverse Effect.

  • The Facility Agent and each Mandated Lead Arranger may accept deposits from, lend money to and generally engage in any kind of banking or other business with any Holdco Group Member, any Group Member or any Transaction Obligor.

  • The Board of Directors of each Holdco Group Member has approved the Merger and the transactions contemplated by this Agreement.

  • Delivery of an Accession Deed constitutes confirmation by each of the Borrower, each Holdco Group Member and each Group Member party thereto that the Repeating Representations are true and correct in relation to it as at the date of such delivery as if made by reference to the facts and circumstances then existing.

  • No Obligor shall, and each Obligor shall ensure that no Transaction Obligor, Holdco Group Member or Group Member shall, assign any of its rights or transfer any of its rights or obligations under any of the Finance Documents.

  • No Obligor shall (and the Borrower shall ensure that no Relevant Obligor, Holdco Group Member or Group Member will) enter into any amalgamation, demerger, merger, consolidation, continuation into another jurisdiction from its jurisdiction of incorporation or corporate reconstruction other than (a) a Permitted Transaction or (b) any amalgamation, demerger, merger, consolidation or corporate reconstruction constituted by a Permitted Disposal, a Permitted Acquisition or a Permitted Share Issue.

  • The Borrower shall procure that the last day of each Financial Year of the Group, of each Group Member, of each Holdco Group Member and of each Obligor falls on December 31.

  • Section 1.1502-76(b)(1)(ii)(B)) to the portion of the Closing Date after the Closing and (IV) any Interim Period Tax imposed on any Holdco Group Member or for which any Holdco Group Member may otherwise be liable to the extent in excess of the Offset Amount with respect to such Interim Period Tax (Taxes described in this proviso, hereinafter "Excluded Taxes").

  • All outstanding shares of each Holdco Group Member have been issued in compliance with applicable federal and state securities laws.


More Definitions of Holdco Group Member

Holdco Group Member is defined in the Preamble.
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Related to Holdco Group Member

  • Group Member means a member of the Partnership Group.

  • Seller Group Member means (a) Seller and its Affiliates, (b) directors, officers and employees of Seller and its Affiliates and (c) the successors and assigns of the foregoing.

  • Company Group Member means Company or any Company Affiliate;

  • Minority group member means a United States citizen or permanent resident alien who is and can demonstrate membership in one of the following groups:

  • Partnership Group Member means any member of the Partnership Group.

  • Buyer Group Member means (a) Buyer and its Affiliates, (b) directors, officers and employees of Buyer and its Affiliates and (c) the successors and assigns of the foregoing.

  • Controlled Group Member means each trade or business (whether or not incorporated) which together with any Loan Party is treated as a single employer under Sections 4001(a)(14) or 4001(b)(1) of ERISA or Sections 414(b), (c), (m) or (o) of the Code.

  • Group Members the collective reference to the Borrower and its Subsidiaries.

  • JV Entity means any joint venture of the Borrower or any Restricted Subsidiary that is not a Subsidiary.

  • Consolidated Group means the Borrower and all Subsidiaries which are consolidated with it for financial reporting purposes under GAAP.

  • Acquired Entities means the Company and the Acquired Subsidiaries.

  • Group Member Agreement means the partnership agreement of any Group Member, other than the Partnership, that is a limited or general partnership, the limited liability company agreement of any Group Member that is a limited liability company, the certificate of incorporation and bylaws or similar organizational documents of any Group Member that is a corporation, the joint venture agreement or similar governing document of any Group Member that is a joint venture and the governing or organizational or similar documents of any other Group Member that is a Person other than a limited or general partnership, limited liability company, corporation or joint venture, as such may be amended, supplemented or restated from time to time.

  • Restricted Group Collectively, the following persons and entities: the Trustee; the Underwriters; the Depositor; the Master Servicer; the Special Servicer; any Sub-Servicers; the Sponsors; each Mortgagor, if any, with respect to Mortgage Loans constituting more than 5% of the total unamortized principal balance of all the Mortgage Loans in the Trust Fund as of the Closing Date; and any and all Affiliates of any of the aforementioned Persons.

  • JV Subsidiary any Subsidiary of a Group Member which is not a Wholly Owned Subsidiary and as to which the business and management thereof is jointly controlled by the holders of the Capital Stock therein pursuant to customary joint venture arrangements.

  • Ultimate Parent means a Company, which owns not less than fifty-one percent (51%) equity either directly or indirectly in the Parent and Affiliates.

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of Spinco immediately following the Contribution.

  • Acquired Subsidiary or “Acquired Subsidiaries” means one or more, as applicable, Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

  • Consolidated Subsidiary means at any date any Subsidiary or other entity the accounts of which would be consolidated with those of the Borrower in its consolidated financial statements if such statements were prepared as of such date.

  • Intermediate Parent means any Subsidiary of Holdings and of which the Borrower is a subsidiary.

  • Holdings as defined in the preamble hereto.

  • Borrower Party Affiliate With respect to a borrower, a mortgagor, a manager of a Mortgaged Property or a restricted mezzanine holder, (a) any other person controlling or controlled by or under common control with such borrower, mortgagor, manager or restricted mezzanine holder, as applicable, (b) any other person owning, directly or indirectly, 25% or more of the beneficial interests in such borrower, mortgagor or manager, as applicable, or (c) any other person owning, directly or indirectly 25% or more of the beneficial interests in such restricted mezzanine holder. 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 ownership of voting securities, by contract or otherwise and the terms “controlling” and “controlled” have meanings correlative to the foregoing.

  • Acquired Entity means any entity acquired by the Company or a Related Company or with which the Company or a Related Company merges or combines.

  • Ultimate Parent Company means a company which owns at least twenty six percent (26%) equity in the Bidding Company or Member of a Consortium, (as the case may be) and in the Technically Evaluated Entity and/or Financially Evaluated Entity (as the case may be) and such Bidding Company or Member of a Consortium, (as the case may be) and the Technically Evaluated Entity and/or Financially Evaluated Entity (as the case may be) shall be under the direct control or indirectly under the common control of such company;

  • Parent Subsidiary means any Subsidiary of Parent.

  • Subsidiaries means any corporation or other organization, whether incorporated or unincorporated, in which the Company owns, directly or indirectly, any equity or other ownership interest.

  • Partnership Subsidiary means Host LP and any partnership, limited liability company, or other entity treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes in which either Host REIT or Host LP owns (or owned on or after January 1, 1999) an interest, either directly or through one or more other partnerships, limited liability companies or other entities treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes (whether or not Host REIT or Host LP has a controlling interest in, or otherwise has the ability to control or direct the operation of, such entity). Notwithstanding the foregoing, the term “Partnership Subsidiary” shall not in any way be deemed to include the Non-Controlled Subsidiaries or subsidiaries thereof, the Taxable REIT Subsidiaries or subsidiaries thereof, or the Subsidiary REITs or subsidiaries thereof.