Incyte Affiliate definition

Incyte Affiliate means any corporation, firm, partnership or other entity (other than the LLC), whether de jure or de facto, which directly or indirectly owns, is owned by or is under common ownership with Incyte to the extent of at least fifty percent (50%) of the equity (or such lesser percentage which is the maximum allowed to be owned by a foreign corporation in a particular jurisdiction) having the power to vote on or direct the affairs of the entity, and any person, firm, partnership, corporation or other entity actually controlled by, controlling or under common control with Incyte.
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Incyte Affiliate means any corporation, firm, partnership, or other legal entity, which is directly or indirectly owned or under common ownership by Incyte to the extent of which the common stock or other equity ownership thereof is one hundred percent (100%) owned by Incyte; provided however, that where local laws
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Incyte Affiliate means any corporation, firm, partnership or other entity (other than the LLC), whether de jure or de facto, which
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Examples of Incyte Affiliate in a sentence

  • The parties shall cause any transferee of Interests other than an Incyte Affiliate or a SB Affiliate to be bound by the terms of Sections 6.2, 10.4 and 10.7 and 10.22 of this Agreement (or substantially comparable restrictions), but no such transferee shall have any rights under this Agreement.

  • No covenant or agreement of SB relating to the representations and warranties made by SB, or any other disclosure of information by SB to Incyte (including any alleged non-disclosure, incomplete disclosure, inaccurate disclosure, misleading disclosure or other similar problem), shall constitute the basis for a claim by the LLC, Incyte or any Incyte Affiliate under any provision of this Agreement (or otherwise) except under Subsection 9.1(b)(i).

  • For so long as either Incyte, SB or any relevant Incyte Affiliate or SB Affiliate reports the LLC's financial results (any such reporting entity, a "Reporting Entity") on a consolidated basis, on an equity basis or otherwise on a basis pursuant to which a portion of the results of operations of the LLC appear in the financial results of operations of a Reporting Entity, then: (a) The LLC will have its independent auditors perform annual audits of the LLC financial statements.


More Definitions of Incyte Affiliate

Incyte Affiliate means any corporation, company, firm, partnership, joint venture, association or other entity, which, directly or indirectly controls, is controlled by or is under common control with Incyte. As used in this definition, the term "control" means direct or indirect beneficial ownership of more than fifty percent (or such lesser percentage which is the maximum allowed to be owned by a foreign corporation in a particular jurisdiction) of the outstanding securities having voting rights for the election of directors in a corporation or of the comparable equity interest in any other type of entity.
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Related to Incyte Affiliate

  • Corporate Affiliate means any parent or subsidiary corporation of the Corporation (as determined in accordance with Code Section 424), whether now existing or subsequently established.

  • 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.

  • 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.

  • Controlled Affiliates means with respect to any Person, any other Person that directly or indirectly through one or more intermediaries is Controlled by such Person.

  • 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.

  • 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.

  • 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.

  • Company Subsidiary means any Subsidiary of the Company.

  • 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.

  • Seller Affiliate means any Affiliate of Seller.

  • Subject Company shall have the meaning set forth in Section 6.10(a).

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

  • Wholly-Owned Affiliate has the meaning specified in Rule 2 of Regulation RR.

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

  • Affiliate of any specified Person means any other Person directly or indirectly controlling or controlled by or under direct or indirect common control with such specified Person. 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.

  • Related Company means any entity that is directly or indirectly controlled by, in control of or under common control with the Company.

  • Owned Company IP means the Intellectual Property that is owned by the Company or any of the Company Subsidiaries.

  • Specified Affiliate is any Person (a) more than ten percent (10.0%) of whose aggregate issued and outstanding equity or ownership securities or interests, voting, non-voting or both, are owned or held directly or indirectly, beneficially or of record, by Borrower, and/or (b) whose equity or ownership securities or interests representing more than ten percent (10.0%) of such Person’s total outstanding combined voting power are owned or held directly or indirectly, beneficially or of record, by Borrower.

  • Acquired Company means any business, corporation or other entity acquired by the Company or any Subsidiary.

  • Excluded Entity means a corporation or other entity of which the holders of voting capital stock of the Company outstanding immediately prior to such transaction are the direct or indirect holders of voting securities representing at least a majority of the votes entitled to be cast by all of such corporation’s or other entity’s voting securities outstanding immediately after such transaction.

  • 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.

  • Licensed person means an individual who is licensed or otherwise legally authorized to practice a professional service by a court, department, board, commission, or an agency of this state or another jurisdiction, any corporation or professional services corporation all of whose shareholders are licensed persons, any partnership all of whose partners are licensed persons, or any limited liability company all of whose members and managers are licensed persons.