NS Member definition
Examples of NS Member in a sentence
The KCS Membership Interests shall be conveyed to the NS Member (or its designated Subsidiar(ies)) subject only to Permitted Liens (as defined in the Transaction Agreement) and the KCS Member shall be responsible for the payment of all transfer, filing and recording taxes in connection with the exercise of the Line Option with respect to the KCS Membership Interests and the conveyance of such interests.
The NS Member shall make the additional capital contributions to the Company described in Section 2.1 of the Transaction Agreement.
Each such certificate shall be signed by one Committee Representative appointed by the Pan Am Member and one Committee Member appointed by the NS Member and shall include the legends referred to in Section 9.7.
Eighteen (18) months after the date that the Premises shall have been transferred by the Company to NS Optionee pursuant to the terms of the Option Agreement the right of the NS Member to acquire the Acquired Interests shall be deemed terminated.
The NS Member and the Pan Am Member shall have the Membership Interests reflected in Exhibit C, and such Membership Interests shall be referred to as the "NS Member's Membership Interests" and the "Pan Am Member's Membership Interests", respectively.
The Capital Recovery Contributed Book Items shall be specially allocated ninety-nine (99) percent to the Pan Am Member and one (1) percent to the NS Member.
The Chairman of the Management Committee shall be appointed by the Pan Am Member in all even numbered calendar years and by the NS Member in all odd numbered calendar years, provided that, upon and after a Pan Am Change in Control, the Chairman of the Management Committee shall be appointed by the NS Member.
The Members hereby agree that there shall be created a Capital Project Committee consisting of three Committee Representatives, two of whom shall be designated by the KCS Member and one of whom shall be designated by the NS Member.
If between the setting of the record date and the record date there is a Pan Am Change in Control, the NS Member shall be given notice and the opportunity to set a new record date, which record date may be a date following the acquisition of any Governmental Approvals as may be reasonable or necessary for the NS Member to acquire and exercise control of the Company.
The Capital Recovery Book Items shall be specially allocated to the KCS Member and the NS Member in a manner that the resulting allocation of Capital Recovery Tax Deductions, to the extent possible, will be fifty (50) percent to the KCS Member and fifty (50) percent to the NS Member (taking into account the allocations to the Members under Section 3.6).