Passive Financial Institution definition

Passive Financial Institution means a bank (or comparable financial institution), insurance company, pension or retirement fund that acquires Voting Securities or other equity interests in a Qualified Subsidiary without the purpose or effect of changing or influencing the control of the Qualified Subsidiary or the Company, nor in connection with or as a participant in any transaction having such purpose or effect, provided that the term "Passive Financial Institution" shall not include any Major Competitor of the Company or the Joint Venture.
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Passive Financial Institution means a bank (or comparable financial institution), insurance company, pension or retirement fund that acquires Voting Securities or other equity interests in a Qualified Subsidiary without the purpose or effect of changing or influencing the control of the Qualified Subsidiary or the Company, nor in connection with or as a participant in any transaction having such purpose or effect, provided that the term "Passive Financial Institution" shall not include any Major Competitor of the Company or of the Joint Venture. "PCS" means a radio communications system of the type authorized under the rules for broadband personal communications services designated as Subpart E of Part 24 of the FCC's rules or similar Applicable Laws of any other country, including the network, marketing, distribution, sales, customer interface and operations functions relating thereto. "Percentage Ownership Interest" means, with respect to any Person, that percentage of the Voting Power of the Company represented by Votes associated with the Voting Securities of the Company owned of record by such Person or by its nominees. "Person" means an individual, a partnership, an association, a joint venture, a corporation, a business, a trust, any entity organized or existing under Applicable Law, an unincorporated organization or any Governmental Authority. "POPs" means, with respect to Cellular, the sum of the products of (a) the percentage ownership interest held by Cellular in each entity licensed or designated to receive a license by the FCC to construct or operate a Cellular System for a particular MSA or MSAs and/or RSA or RSAs, and (b) the number of residents of such MSAs and/or RSAs, as the case may be (as reflected in the figures obtained in the census conducted by the U.S. Census Bureau in 1990). "Preferred Stock" means any series of Preferred Stock of the Company, but shall not include the Class A Preference Stock. "Proceeding" means any action, litigation, suit, proceeding or formal investigation or review of any nature, civil, criminal, regulatory or otherwise, before any Governmental Authority. "Proposals" mean (a) the proposal for the stockholders of the Company to approve this Agreement and the performance by the Company of all transactions and acts on the part of the Company contemplated under this Agreement and the Other Agreements, including the authorization and issuance of shares of the Company's capital stock pursuant to this Agreement, the Stockholders' Agreement and t...
Sample 1
Passive Financial Institution means a bank (or comparable financial institution), insurance company, pension or retirement fund which acquires Voting Securities or other equity interests in a Qualified Subsidiary not with the purpose or effect of changing or influencing the control of the Qualified Subsidiary or Sprint, nor in connection with or as a participant in any transaction having such purpose or effect; provided that the term "Passive Financial Institution" shall not include any Major Competitor of Sprint or of the Joint Venture. "Percentage Limitation" shall have the meaning set forth in Section 2.1(a)(iii), as adjusted pursuant to Section 2.2(a).
Sample 1

Related to Passive Financial Institution

  • Eligible Financial Institution means, as of the date of any assignment as contemplated in Section 8.07(a)(i), a commercial bank or financial institution (i) with a credit rating on its long-term senior unsecured debt of either (a) “AA-” or better from S&P or (b) “Aa3” or better from Xxxxx’x; and (ii) having shareholders' equity of not less than $5,000,000,000.

  • Participating Financial Institution means a Financial Institution that has been approved by the Authority to enroll Qualified Loans in the Program and has agreed to all terms and conditions set forth in the Law and this Article and as may be required by any applicable federal law providing matching funding.

  • UK Financial Institution means any BRRD Undertaking (as such term is defined under the PRA Rulebook (as amended from time to time) promulgated by the United Kingdom Prudential Regulation Authority) or any person falling within IFPRU 11.6 of the FCA Handbook (as amended from time to time) promulgated by the United Kingdom Financial Conduct Authority, which includes certain credit institutions and investment firms, and certain affiliates of such credit institutions or investment firms.

  • Approved Financial Institution means any bank approved by Exchange in accordance with its credit review procedures or policies;

  • foreign financial institution means an institution registered as a foreign financial institution with the Ministry of Finance in the Mexican Banking and Financial Institutions, Pensions, Retirement and Foreign Investment Funds Registry for purposes of Article 195, Section I of the Mexican Income Tax Law.

  • Designated Financial Institution shall have the meaning specified in Section 14.12(a).

  • Licensed financial institution means a financial institution issued a license under this act.

  • regulated financial institution means a state or nationally chartered bank, savings and loan association or savings bank, credit union, trust company, or other state or federally chartered lending institution or a regulated affiliate or regulated subsidiary of any of these entities.

  • EEA Financial Institution means (a) any credit institution or investment firm established in any EEA Member Country which is subject to the supervision of an EEA Resolution Authority, (b) any entity established in an EEA Member Country which is a parent of an institution described in clause (a) of this definition, or (c) any financial institution established in an EEA Member Country which is a subsidiary of an institution described in clauses (a) or (b) of this definition and is subject to consolidated supervision with its parent.

  • Financial institution means a Bank, Development Finance Institution, Non Banking Finance Company, Modaraba or an institution registered under relevant laws to provide financial services within or outside Pakistan.

  • UK Financial Institutions means any BRRD Undertaking (as such term is defined under the PRA Rulebook (as amended from time to time) promulgated by the United Kingdom Prudential Regulation Authority) or any person falling within IFPRU 11.6 of the FCA Handbook (as amended from time to time) promulgated by the United Kingdom Financial Conduct Authority, which includes certain credit institutions and investment firms, and certain affiliates of such credit institutions or investment firms.

  • Affected Financial Institution means (a) any EEA Financial Institution or (b) any UK Financial Institution.

  • Canadian financial institution means (i) an association governed by the Cooperative Credit Associations Act (Canada) or a central cooperative credit society for which an order has been made under section 473(1) of that Act, or (ii) a bank, loan corporation, trust company, trust corporation, insurance company, treasury branch, credit union, caisse populaire, financial services cooperative, or league that, in each case, is authorized by an enactment of Canada or a jurisdiction of Canada to carry on business in Canada or a jurisdiction of Canada;

  • Qualified Financial Institution means, at any time, a financial institution organized under the laws of any jurisdiction in the United States of America or Europe that at such time has outstanding debt obligations with a stated maturity of one year or less from the date of issue and rated A-1 or higher by Standard & Poor’s, a division of The McGraw Hill Companies, Inc., Ratings Group (or any successor) or P-1 or higher by Moody’s Investors Service, Inc. (or any successor) or, in either case, such other comparable rating, if any, then used by such rating agency.

  • International Financial Institution means any bank in the top 1,000 (together with their affiliated companies) as measured by "Tier 1" capital or any broker/dealer in the top 100 as measured by capital.

  • Qualified United States financial institution means an institution that:

  • Non-Reporting Financial Institution means any Financial Institution that is:

  • Educational institution means a University or any educational institution recognized by the State Government, a University or other competent authority;

  • Financial Institutions has the meaning set forth in the preamble in this Agreement.

  • Qualified Institutional Lender means each of the Initial Note Holders and any other U.S. Person that is:

  • Educational institutions means schools and suchlike institutions;