Majority Owned JV definition

Majority Owned JV means a Subsidiary of the Company (other than a Wholly-Owned Subsidiary of the Company) that is formed (or otherwise operates) pursuant to a joint venture or similar agreement for a bona fide business purpose.
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Majority Owned JV means a Subsidiary of Parent (other than a Wholly-Owned Subsidiary of Parent) that is formed (or otherwise operates) pursuant to a joint venture or similar agreement for a bona fide business purpose.
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Majority Owned JV means a Joint Venture (i) which is primarily in the business of the operation or the ownership of Medical Services Businesses, (ii) whose Equity Interests are owned directly by (x) one or more Loan Parties and such Loan Party or Loan Parties directly own and control at least fifty-one percent (51%) of the aggregate economic and voting power of the Equity Interests issued thereby and (y) another Person, which Person is primarily in the medical services business and has none of its economic or voting interest owned or controlled, directly or indirectly, at any time by Sterling or any of its Affiliates, or any Affiliate of any Loan Party that is not a Loan Party, (iii) whose businesses and operations (including decisions as to the declaration and making of dividends, distributions and other amounts constituting income, in each case of such Joint Venture) are at all times solely managed and controlled by a Loan Party under the terms of the Organizational Documents of such Joint Venture, (iv) which is organized under the laws of any State in the United States of America or the District of Columbia, (v) all of the Equity Interest of which that are owned by a Loan Party are pledged by such Loan Party to the Administrative Agent pursuant to the Loan Documents, (vi) whose Organization Documents or a consent executed by all the holders of the Equity Interests of such Joint Venture, (A) permit the Lenders (or any agent, trustee or other representative on behalf thereof) to foreclose or otherwise exercise any remedies in respect of on the Equity Interests thereof pursuant to the Loan Documents and otherwise take any action with respect therewith permitted under the same and the transfer or voting of any Equity Interests pursuant to the foregoing, without the consent of any other Person pursuant thereto or otherwise, and without giving any other members of such Joint Venture any contractual or economic benefit as a result thereof (other than any Permitted Purchase Option), (B) permit the occurrence of a change of control of any Loan Party who directly or indirectly holds Equity Interests in such Joint Venture without consent of the other member of such Joint Venture and without restriction or conditions of any kind, and (C) do not contain provisions that restrict dividends or distributions to the holders of the Equity Interests issued by such Joint Venture other than any restrictions that require dividends or distributions to be paid pro rata. In respect of a Joint Ven...
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Examples of Majority Owned JV in a sentence

  • Cause all financial statements distributed to any creditors of Holdings or any Subsidiary or any Joint Venture (other than a Majority Owned JV) in respect of which Holdings or any Subsidiary is a joint venturer, to the extent permitted under GAAP, to clearly establish the organizational separateness of Holdings and each Subsidiary from each such Joint Venture.

Related to Majority Owned JV

  • Majority Owned means the holding beneficially or legally of more than 50 per cent. of the issued share capital (or equivalent) or voting rights of such person (excluding any part of that issued share capital (or equivalent) that carries no right to participate beyond a specified amount in a distribution of either profits or capital).

  • Majority-Owned Subsidiary means a Consolidated Subsidiary that is not wholly-owned (directly or indirectly) by the Company.

  • Majority Owner has the correlative meaning.

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Majority Members means Members holding a majority of the Units owned by all Members or if there is only one Member, such Member.

  • Minority-owned business means a business that is at least 51 percent owned by one or more minority individuals who are United States citizens or legal resident aliens, or in the case of a corporation, partnership, or limited liability company or other entity, at least 51 percent of the equity ownership interest in the corporation, partnership, or limited liability company or other entity is owned by one or more minority individuals who are United States citizens or legal resident aliens, and both the management and daily business operations are controlled by one or more minority individuals.

  • Majority Shareholders means Xxxxxxx X. Xxx and Xxxxxxx X. Xxxxxxx.

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

  • Minority or Women-Owned Business Enterprise means a business enterprise, including a sole proprietorship, partnership or corporation that is:

  • Minority Owned Business Enterprise or "MBE" means a firm awarded certification as a minority owned and controlled business in accordance with City Ordinances and Regulations as well as a firm awarded certification as a minority owned and controlled business by Cook County, Illinois. However, it does not mean a firm that has been found ineligible or which has been decertified by the City or Cook County.

  • Majority Stockholder means, collectively or individually as the context requires, TPG Capital, L.P., Apollo Global Management, LLC and/or their respective affiliates.

  • Majority Vote means a vote made by more than half of the Members who are present at a Meeting and who are entitled to vote and voting at that Meeting upon a resolution put to that Meeting.

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

  • Controlling shareholding means not less than 51% of the voting rights or paid up share capital in the Company/Consortium.

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Super Majority Vote means, the affirmative vote of the holders of Outstanding Interests of all Series representing at least two thirds of the total votes that may be cast by all such Outstanding Interests, voting together as a single class.

  • Voting Member means a Member holding one or more Voting Shares.

  • 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.

  • Permitted Holder Group shall have the meaning assigned to such term in the definition of “Permitted Holders.”

  • Minority person means a person who is a citizen or lawful permanent resident of the United States and who is any of the following:

  • majority of the outstanding voting securities shall have the meaning set forth for such terms in the 1940 Act.

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • Women Owned Business Enterprise or "WBE" means a firm awarded certification as a women owned and controlled business in accordance with City Ordinances and Regulations as well as a firm awarded certification as a women owned business by Cook County, Illinois. However, it does not mean a firm that has been found ineligible or which has been decertified by the City or Cook County.

  • Majority Purchasers means one or more Purchasers representing more than 50% of the aggregate Commitments of all Purchasers (or, if the Commitments have been terminated, Purchasers representing 100% of the aggregate outstanding Capital held by all the Purchasers); provided, however, that in no event shall the Majority Purchasers include fewer than two (2) Purchasers at any time when there are two (2) or more Purchasers.

  • Founding Member means any individual who is either: