QES Holdco definition

QES Holdco has the meaning set forth in the preamble hereto.
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QES Holdco is defined in the recitals.
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Examples of QES Holdco in a sentence

  • BORROWER: QES HOLDCO LLC By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: President and Chief Executive Officer GUARANTORS: Q DIRECTIONAL DRILLING, LLC By: QES Holdco LLC, its Sole Member By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: President and Chief Executive Officer Q DIRECTIONAL MGMT, INC.

  • Copies of all governmental permits, certificates of occupancy, certificates of compliance for all Improvements, signed-off final construction inspection cards, and other approvals obtained or held by Seller and relating to the construction, operation, use or occupancy of any part of the Property in Seller’s possession or control.

  • The QES Parties, collectively, may assign this Agreement at any time in connection with a sale or acquisition of the Partnership, whether by merger, consolidation, sale of all or substantially all of the Partnership’s assets, or similar transaction, without the consent of the Investors and QES Holdco; provided, that the successor or acquiring Person agrees in writing to assume all of the QES Parties’ rights and obligations under this Agreement.

  • Following the occurrence of the transactions described in Section 2.3 (including the approval of the Board provided for in Section 2.2) and prior to the Effective Time, PubCo shall become the managing member of QES Holdco.

  • Following approval by the Board of the closing of the IPO and prior to the Effective Time, QES Holdco and QES LP shall enter into a Contribution Agreement in the form attached hereto as Exhibit A (the “QES Holdco Contribution Agreement”), pursuant to which QES Holdco shall contribute all of the issued and outstanding shares in PubCo to QES LP in exchange for $10.00.

  • GRANTORS: By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: President and Chief Executive Officer By: QES Holdco LLC, its Sole Member By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: President and Chief Executive Officer By: /s/ Xxx X.

  • HoldCo MergerCo and QES Holdco shall enter into an Agreement and Plan of Merger in the form attached hereto as Exhibit K (the “QES Holdco Merger Agreement”), pursuant to which HoldCo MergerCo shall merge with and into QES Holdco, with QES Holdco surviving the merger (the “QES Holdco Merger”).

  • Because a longer term results in a longer avoidance of transfer taxes, the trust should be created in a jurisdiction that has a long perpetuities period.For estate and gift tax purposes, it does not matter whether the trust is a U.S. trust or a foreign trust.

  • HoldCo MergerCo and QES Holdco shall enter into an Agreement and Plan of Merger in the form attached hereto as Exhibit H (the “QES Holdco Merger Agreement”), pursuant to which HoldCo MergerCo shall merge with and into QES Holdco, with QES Holdco surviving the merger (the “QES Holdco Merger”).

  • For all purposes, the XX Xxxxxxx Merger Agreement shall be amended to reflect TE Fund (i) owning 28,087,596 Series A Units in QES Holdco immediately prior to such merger and (ii) receiving 795,018 shares in PubCo in connection with such merger.

Related to QES Holdco

  • Holdco has the meaning set forth in the Preamble.

  • CFC Holdco means any Domestic Subsidiary that has no material assets other than Equity Interests of one or more Foreign Subsidiaries that are CFCs.

  • US Holdco means, notwithstanding anything in the Indenture to the contrary, Brookfield Infrastructure US Holdings I Corporation; and

  • Topco has the meaning set forth in the Preamble.

  • 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).

  • New Holdco means the direct or indirect Subsidiary of the Ultimate Parent following the Post-Closing Reorganizations.

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

  • Blocker means an employee engaged in one or more of the following operations in a Millinery Sector establishment:

  • GP means Gottbetter & Partners, LLP.

  • lone parent means a person who has no partner and who is responsible for and a member of the same household as a child or young person;

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

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

  • Qualified Stockholder means: (a) the record holder of a share of Class B Common Stock as of the IPO Date; (b) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the IPO Date pursuant to the exercise or conversion of any Option or Convertible Security that, in each case, was outstanding as of the IPO Date; (c) each natural person who, prior to the IPO Date, Transferred shares of capital stock of the Corporation to a Permitted Entity that is or becomes a Qualified Stockholder; (d) each natural person who Transferred shares of, or equity awards for, Class B Common Stock (including any Option exercisable or Convertible Security exchangeable for or convertible into shares of Class B Common Stock) to a Permitted Entity that is or becomes a Qualified Stockholder; and (e) a Permitted Transferee.

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

  • Stock Acquisition means the purchase or other acquisition by Borrower or any of its Subsidiaries of all of the Equity Interests (by merger, stock purchase or otherwise) in any other Person.

  • Direct holdings means all publicly traded securities of a company that are held directly by the state treasurer or a retirement system in an actively managed account or fund in which the retirement system owns all shares or interests.

  • Stock Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

  • New Parent shall have the meaning assigned to such term in the definition of the term “Change in Control”.

  • OpCo has the meaning set forth in the Preamble.

  • Foreign Subsidiary Holding Company means any Subsidiary the primary assets of which consist of Capital Stock in (i) one or more Foreign Subsidiaries or (ii) one or more Foreign Subsidiary Holding Companies.

  • Holdings LLC Agreement means the Third Amended and Restated Limited Liability Company Agreement of Holdings, dated on or about the date hereof, as such agreement may be amended from time to time.

  • Foreign Subsidiary Holdco any Domestic Subsidiary that has no material assets other than the Capital Stock of one or more Foreign Subsidiaries, and other assets relating to an ownership interest in any such Capital Stock.

  • Carlyle means Carlyle Investment Management, LLC.

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.

  • Ultimate Parent Entity means a Constituent Entity of an MNE Group that meets the following criteria:

  • Permitted Holdings Debt has the meaning assigned to such term in Section 6.01(a)(xviii).