PESC Company definition

PESC Company shall have the meaning set forth in the preamble.
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PESC Company has the meaning set forth in the recitals to this Agreement, together with its successors and assigns.
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PESC Company is defined in the preamble to this Agreement.
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Examples of PESC Company in a sentence

  • Xxxx c/o PESC Company, LP 0000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 [·] [·] Xxxxxx X.

  • Each of Carlyle PES, PES Equity and the Management Members that own Common Units hereby contributes, assigns, transfers and conveys all of its right title and interest in, and obligations in respect of, the Common Units of PES LLC as set forth on Exhibit A to PESC Company in exchange for the Limited Partner Units in PESC Company set forth opposite such entity’s or such person’s name on Exhibit A.

  • PESC Company hereby accepts the foregoing contributions, assignments, transfers and conveyances, assumes all the obligations in respect of the applicable Common Units of PES LLC under, and agrees to comply with the provisions of, the PES LLC Agreement as in effect on the date hereof.

  • The Carlyle Entities represent and warrant that other than upon completion of the transactions contemplated hereby, no other entity affiliated with any such Carlyle Entity has any no further right, title, interest or obligation in or in respect of PES LLC or the PES Investors Entities except to the extent of their respective interests in PES Inc., PESC Company or the Selling Stockholders, as applicable.

  • Pursuant to the contributions set forth in Section 1.1 and Section 1.2, (a) each of Carlyle PES, PES Equity and the Management Members are admitted as a limited partner of PESC Company and cease to be members of PES LLC and (b) PESC Company is admitted as a member of PES LLC.

  • PESC Company hereby accepts the foregoing contributions, assignments, transfers and conveyances, assumes all the obligations in respect of the applicable Incentive Units of PES LLC under, and agrees to comply with the provisions of, the PES LLC Agreement as in effect on the date hereof.

  • Carlyle PES, PES Equity and the Management Members desire to contribute their respective Common Units and Incentive Units in PES LLC, as applicable, to PESC Company, in exchange for limited partner interests in PESC Company (“Limited Partner Units”).

  • Each Management Member hereby contributes, assigns, transfers and conveys all of its right title and interest in, and obligations in respect of, the Incentive Units of PES LLC set forth on Exhibit B to PESC Company in exchange for the Limited Partner Units in PESC Company set forth opposite such person’s name on Exhibit B.

  • Any notice, request or consent to PESC Company, the Carlyle Entities, PES Inc., PES LLC or the PES Investors Entities will be sent as follows: c/o PESC Company GP, LLC c/o The Carlyle Group 000 Xxxxxxx Xxxxxx Xxx Xxxx, XX 10022Attention: Xxxxxx Xxxxx and Xxxxx Xxxxxx Facsimile: (000) 000-0000 If to the Carlyle Entities: c/o The Carlyle Group 000 Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Xxxxxx Xxxxx and Xxxxx Xxxxxx Facsimile: (000) 000-0000 c/o Philadelphia Energy Solutions Inc.

  • PESC Company GP, LLC and Carlyle PES formed PESC Company under the terms of the Delaware Revised Uniform Limited Partnership Act and contributed $0 and $1,000 to PESC Company, respectively, in exchange for a 0% non-economic general partner interest and a 100% limited partner interest, respectively, in PESC Company.


More Definitions of PESC Company

PESC Company means PESC Company, LP or its successors.
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Related to PESC Company

  • Public Company means any Person with a class or series of Voting Stock that is traded on a stock exchange or in the over-the-counter market.

  • Operating Company means an “operating company” within the meaning of 29 C.F.R. §2510.3-101(c) of the Plan Asset Regulations.

  • MLP has the meaning given such term in the introduction to this Agreement.

  • Parent Holding Company means any direct or indirect parent entity of Holdings which holds directly or indirectly 100% of the Equity Interest of Holdings and which does not hold Capital Stock in any other Person (except for any other Parent Holding Company).

  • General partnership means an organization formed under chapters 45-13 through 45-21.

  • MergerSub has the meaning set forth in the preamble hereto.

  • Partnership Subsidiary means Host LP and any partnership, limited liability company, or other entity treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes in which either Host REIT or Host LP owns (or owned on or after January 1, 1999) an interest, either directly or through one or more other partnerships, limited liability companies or other entities treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes (whether or not Host REIT or Host LP has a controlling interest in, or otherwise has the ability to control or direct the operation of, such entity). Notwithstanding the foregoing, the term “Partnership Subsidiary” shall not in any way be deemed to include the Non-Controlled Subsidiaries or subsidiaries thereof, the Taxable REIT Subsidiaries or subsidiaries thereof, or the Subsidiary REITs or subsidiaries thereof.

  • existing company means a company formed and registered under any of the previous companies laws…”

  • Natural parent means a minor's biological or adoptive parent, and includes the minor's noncustodial parent.

  • Parent means a "parent corporation," whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • HK Company shall have the meaning ascribed to it in the preamble of this Agreement.

  • Atlas means Automated Transportation Logistics Activity System. ATLAS is a computerized information system to which all Shippers have access upon request. ATLAS enables Shippers to nominate and release product and to monitor and coordinate the movement of Petroleum Products while on Carrier's system.

  • Subsidiary of the Company or “Subsidiary” means a corporation, a majority of the outstanding voting shares of which is owned, directly or indirectly, by the Company or by one or more subsidiaries of the Company and, as used in this definition, “voting shares” means shares of a class or classes ordinarily entitled to vote for the election of the majority of the directors of a corporation irrespective of whether or not shares of any other class or classes shall have or might have the right to vote for directors by reason of the happening of any contingency;

  • Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.

  • Operating Partnership has the meaning set forth in the preamble.

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • New Holding Company means a corporation that is not a bank, association, or national banking association and as to which all of the following apply:

  • PRC Companies means, collectively, all entities listed in Appendix A hereof, and each, a “PRC Company”.

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • ETP means Energy Transfer Partners, L.P., a Delaware limited partnership.

  • SAP Parent means SAP SE, a European Company (Societas Europaea, SE) established under the laws of Germany and the European Union, registered with the commercial register of the local court of Mannheim, Germany, under HRB 719915, with registered office in Walldorf, Germany, and business address at Dietmar-Hopp-Allee 16, 69190 Walldorf, Germany.

  • Community Contribution Company means a corporation formed under the laws of British Columbia that includes in its articles the following statement:

  • GP means Gottbetter & Partners, LLP.

  • Holdings has the meaning specified in the introductory paragraph to this Agreement.

  • mixed financial holding company means a mixed financial holding company as defined in point (21) of Article 4(1) of Regulation (EU) No 575/2013;

  • Acquisition Sub shall have the meaning set forth in the Preamble.