Permitted Distributee definition

Permitted Distributee means a direct or indirect holder of equity interests in a Holder that is listed on Schedule B hereto and that has delivered to the Company a Representation Letter (as defined in the Contribution Agreement).
Permitted Distributee has the meaning specified in the Shareholders' Agreement.
Permitted Distributee means a direct or indirect holder, as of the --------------------- date hereof, of equity interests in Reservoir Place Limited Partnership Associates, but only if such Person is listed on Schedule A hereto.

Examples of Permitted Distributee in a sentence

  • Seller may assign its rights to indemnification under this ARTICLE X to any Permitted Distributee or Permitted Distributees of SMC Common Stock, and each such Permitted Distributee shall have the same rights to indemnification under this ARTICLE X as Seller.

  • The Company will not take any action, or permit any change to occur, with respect to the Registrable Securities which would adversely affect the ability of any Holder (other than any Company Holder or any Permitted Distributee, subject, in each case, to the terms of Section 9(p) below) to include such Registrable Securities in a registration undertaken pursuant to this Agreement.

  • No person to which any Permitted Distributee transfers any of its Ordinary Shares or Ordinary Share Equivalents so distributed to it shall be deemed a Holder or otherwise have any rights or obligations under this Agreement unless (i) prior to such transfer such Permitted Transferee itself has rights or obligations under this Agreement in accordance with this Section 5 and (ii) such Transferee is an Affiliate of such Permitted Distributee.


More Definitions of Permitted Distributee

Permitted Distributee means (i) a direct or indirect holder of equity interests in a Holder and (ii) any Person listed on SCHEDULE B hereto, in either case that has delivered to the Company a Representation Letter (as defined in the Contribution Agreement) or has caused a representative appointed by such Person (which representative qualifies as an Accredited Investor (as defined in the Contribution Agreement)) to deliver to the Company a Representation Letter on such Person's behalf.
Permitted Distributee means, for any Shareholder Party, a person to whom such Shareholder Party distributes, dividends or transfers (or proposes to distribute, dividend or transfer) Shares pursuant to a Permitted Distribution in accordance with this Agreement and the Bye-Laws;
Permitted Distributee means a direct or indirect holder of equity interests in a Holder that is listed on S chedule B hereto and that has delivered to the Company an Investor Questionnaire (as defined in the Contribution Agreement).
Permitted Distributee means a direct or indirect holder, as of the

Related to Permitted Distributee

  • Permitted Distribution means any of the following:

  • Permitted Distributions means the following Distributions:

  • Restricted Distribution means as to any Person (i) any dividend or other distribution on any equity interest in such Person (except those payable solely in its equity interests of the same class) or (ii) any payment on account of (a) the purchase, redemption, retirement, defeasance, surrender or acquisition of any equity interests in such Person or any claim respecting the purchase or sale of any equity interest in such Person or (b) any option, warrant or other right to acquire any equity interests in such Person.

  • Permitted Disposition means any of the following:

  • Permitted Disposal means any sale, lease, licence, transfer or other disposal:

  • Permitted Dispositions means each of the following:

  • Permitted Designee means (i) a spouse or a child of a Permitted Holder, (ii) trusts for the benefit of a Permitted Holder or a spouse or child of a Permitted Holder, (iii) in the event of the death or incompetence of a Permitted Holder, his estate, heirs, executor, administrator, committee or other personal representative or (iv) any Person so long as a Permitted Holder owns at least 50% of the voting power of all classes of the voting stock of such Person.

  • Qualified disposition means a Disposition or a series of related Dispositions in which the consideration received by the Credit Parties is equal to or greater than $50,000,000.

  • Qualified distribution means a distribution from a Roth Elective Deferral Account after the Participant has satisfied a five year tax holding period and has attained age 59½, died, or become Disabled, in accordance with Code Section 402A(d). The five year tax holding period is the period of five consecutive taxable years that begins with the first day of the first taxable year in which the Participant makes a designated Roth Elective Deferral under the Plan or to another retirement plan which amount was directly rolled over to the Plan, and ends when five consecutive taxable years have been completed.

  • Permitted RIC Distribution means distributions by each Borrower and its Subsidiaries (from the Collateral Accounts or otherwise) to the extent required to allow GCDLC to make sufficient distributions to qualify as a regulated investment company and to otherwise eliminate federal or state income or excise taxes payable by such Initial Borrower in or with respect to any taxable year of such Initial Borrower (or any calendar year, as relevant); provided that (A) the amount of any such payments made in or with respect to any such taxable year (or calendar year, as relevant) of such Initial Borrower shall not exceed 115% of the amounts that the Subsidiaries of such Initial Borrower would have been required to distribute to such Initial Borrower to: (i) allow such Initial Borrower to satisfy the minimum distribution requirements that would be imposed by Section 852(a) of the Code (or any successor thereto) to maintain its eligibility to be taxed as a regulated investment company for any such taxable year, (ii) reduce to zero for any such taxable year such Initial Borrower’s liability for federal income taxes imposed on (x) its investment company taxable income pursuant to Section 852(b)(1) of the Code (or any successor thereto) or (y) its net capital gain pursuant to Section 852(b)(3) of the Code (or any successor thereto), and (iii) reduce to zero such Initial Borrower’s liability for federal excise taxes for any such calendar year imposed pursuant to Section 4982 of the Code (or any successor thereto), in the case of each of (i), (ii) or (iii), calculated assuming that such Initial Borrower had qualified to be taxed as a RIC under the Code, and (B) after the occurrence and during the continuance of an Event of Default or a Default related to Section 10.1(a) or Section 10.1(i), all such distributions shall be prohibited, and only so long as (x) any Overadvance is cured immediately prior to and no Overadvance will exist after giving effect to such Permitted RIC Distribution (unless otherwise consented to by Administrative Agent in its sole discretion) and (y) such Initial Borrower delivers a RIC Distribution Notice to Administrative Agent at least ten (10) days prior to the applicable Distribution.

  • Permitted Investor means collectively, Energy Capital Partners III, LP, Energy Capital Partners III-A, LP, Energy Capital Partners III-B, LP, Energy Capital Partners III-C, LP, Energy Capital Partners-D, LP, Quantum Strategic Partners and each of their Permitted Transferees (as defined in the Investors Agreement, dated as of March 29, 2018, by and among the Parent and the other signatories thereto).

  • Permitted Dividend has the meaning provided in Section 6.1(d).

  • Permitted Dividends means dividends or distributions made by the Company on its Class A Shares, and, without duplication, the Operating Partnerships to fund such dividends or distributions, annually in an aggregate amount equal to not less than 20% of the Company’s annual Distributable Earnings or more than 30% of Distributable Earnings; provided, that, if the minimum amount of dividends or distributions eligible to be made hereunder would be $1.00 or less per Class A Share, then up to $1.00 per Class A Share (subject to appropriate adjustment in the event of any equity dividend, equity split, combination or other similar recapitalization with respect to the Class A Shares after the Issuance Date).

  • Expected Distributions means, with respect to the Certificates of any Trust on any Current Distribution Date, the difference between (A) the Pool Balance of such Certificates as of the immediately preceding Distribution Date (or, if the Current Distribution Date is the first Distribution Date, the original aggregate face amount of the Certificates of such Trust) and (B) the Pool Balance of such Certificates as of the Current Distribution Date calculated on the basis that (i) the principal of the Non-Performing Equipment Notes held in such Trust has been paid in full and such payments have been distributed to the holders of such Certificates, (ii) the principal of the Performing Equipment Notes held in such Trust has been paid when due (without giving effect to any Acceleration of Performing Equipment Notes) and such payments have been distributed to the holders of such Certificates and (iii) the principal of any Equipment Notes formerly held in such Trust that have been sold pursuant to the terms hereof has been paid in full and such payments have been distributed to the holders of such Certificates, but without giving effect to any reduction in the Pool Balance as a result of any distribution attributable to Deposits occurring after the immediately preceding Distribution Date (or, if the Current Distribution Date is the first Distribution Date, occurring after the initial issuance of the Certificates of such Trust). For purposes of calculating Expected Distributions with respect to the Certificates of any Trust, any Premium paid on the Equipment Notes held in such Trust which has not been distributed to the Certificateholders of such Trust (other than such Premium or a portion thereof applied to the payment of interest on the Certificates of such Trust or the reduction of the Pool Balance of such Trust) shall be added to the amount of such Expected Distributions.

  • Specified Disposition means any disposition of all or substantially all of the assets or Equity Interests of any Subsidiary of the Borrower or any division, business unit, product line or line of business.

  • Permitted Debt means any Financial Indebtedness:

  • Prohibited Distributions means any and all dividends or other distributions paid by the Corporation with respect to any Excess Securities received by a Purported Transferee.

  • Permitted Deductions means the sum of, without duplication, the following costs or expenses:

  • Permitted Discretion means a determination made in good faith and in the exercise of reasonable (from the perspective of a secured asset-based lender) business judgment.

  • Permitted Investors the collective reference to the Sponsor and its Control Investment Affiliates.

  • Permitted Restricted Payments means any of the following Restricted Payments made by:

  • Permitted Investment means an Investment by the Company or any Restricted Subsidiary in:

  • Permitted Asset Disposition means (i) any Asset Disposition permitted by Section 8.5 and (ii) any Excluded Asset Disposition.

  • Permitted Repurchases means the repurchase by the Corporation of shares of Common Stock held by employees, officers, directors, consultants, independent contractors, advisors, or other persons performing services for the Corporation or a subsidiary that are subject to restricted stock purchase agreements or stock option exercise agreements under which the Corporation has the option to repurchase such shares: (i) at cost, upon the occurrence of certain events, such as the termination of employment or services; or (ii) at any price pursuant to the Corporation’s exercise of a right of first refusal to repurchase such shares.

  • Rollover Distribution shall be defined as set forth in Section 5.05, herein."

  • Permitted Asset Sale means any Asset Sale that is permitted under Section 6.8.