Retained Affiliate definition

Retained Affiliate means any Affiliate of the Parent other than the Company or the Transferred Subsidiaries.
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Retained Affiliate means an Affiliate as to which the Affiliate Interest is
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Retained Affiliate means any Affiliate of the Seller other than the Company or the Transferred Subsidiaries.
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Examples of Retained Affiliate in a sentence

  • With respect to any Unsatisfied Orders, all accounts receivable of Seller or any Retained Affiliate and other rights of the Selling Persons to receive payment and all rights in respect of prepaid items with respect to such Unsatisfied Orders, however evidenced, whether by notes, instruments, chattel paper or otherwise, in each case, existing as of the close of business on the Closing Date.

  • Xxxxxx EXHIBIT 5.2.3 Retained Affiliate Contracts Xxxxx Option Agreement Xxxxx Shareholders Agreement Xxxxx Consulting Agreement EXHIBIT 6.1.7 Form of Opinion of Weil, Gotshal & Xxxxxx LLP [Weil, Gotshal & Xxxxxx LLP letterhead] , 1998 Specialty Teleconstructors, Inc.

  • COP shall pay, or cause the applicable COP Retained Affiliate to pay, all fees and other costs incurred in connection therewith.

  • Except as otherwise set forth on Schedule 4.11(a) of the Phillips Disclosure Schedule, record legal title to each PGC-Owned Fex Xxxxxxty is owned by the PGC Subsidiaries, Phillips or a Phillips Retained Affiliate as of the date of this Agrexxxxx.

  • However, in the case of cexxxxx XXC-Ownex Xxx Xxoperties (identified in Schedule 4.11(a) of the Phillips Disclosure Schedule) it may be necessary or desirable for a XXX Xxxxidiary to reconvey to Phillips or a Phillips Retained Affiliate fee title to the portion of xxxx XXC-Ownex Xxx Xxoperty that is being used by Phillips or such Phillips Retained Affiliate, as the case may be.

  • In the event that Phillips is unable to obtain two replacement licenses, Phillips will xxxxxxxx the Shared FCC License to the PGC Subsidiary sxxxxxx xo a mutually acceptable arrangement whereby Phillips or such Phillips Retained Affiliate, as the case may be, shaxx xx xxrmitted tx xxxxxxue to use such FCC License subsequent to the Closing for substantially the same purpose, in substantially the same manner and to substantially the same extent as prior to the Closing.

  • It is anticipated that any such shared-use arrangements with respect to PGC-Owned Fee Properties will in most cases consist of perpetual easements or licenses granted by a PGC Subsidiary to Phillips or a Phillips Retained Affiliate.

  • Prior to the Closing, Phillips shall use commercially reasonable efforts to obtain two FCC Xxxxxxxx in replacement of the Shared FCC License, one in the name of and for the benefit of Phillips or such Phillips Retained Affiliate and the second in the naxx xx xxd for the xxxxxxx of the PGC Subsidiary.

  • Prior to the Applicable Closing, COP shall use commercially reasonable efforts to obtain two Radio Licences in replacement of the Shared License, one in the name of and for the benefit of COP or such COP Retained Affiliate and the second in the name of and for the benefit of Duke Transferee or PTC, as applicable.

  • In the event that COP is unable to obtain two replacement licenses, COP will transfer the Shared License to Duke Transferee or PTC, as applicable, subject to a mutually acceptable arrangement whereby COP or such COP Retained Affiliate, as the case may be, shall be permitted to continue to use such Radio Licence subsequent to the Applicable Closing for substantially the same purpose, in substantially the same manner and to substantially the same extent as prior to the Applicable Closing.

Related to Retained Affiliate

  • Excluded Affiliate means any Affiliate of any Agent that is engaged as a principal primarily in private equity, mezzanine financing or venture capital.

  • Excluded Affiliates means, collectively, any Affiliates of any of the Lead Arrangers that are engaged as principals primarily in private equity, mezzanine financing or venture capital.

  • Wholly Owned Affiliate has the meaning specified in Rule 2 of Regulation RR.

  • Controlled Affiliate means any Affiliate of the specified Person that is, directly or indirectly, Controlled by the specified Person.

  • Screened Affiliate means any Affiliate of a Holder (i) that makes investment decisions independently from such Holder and any other Affiliate of such Holder that is not a Screened Affiliate, (ii) that has in place customary information screens between it and such Holder and any other Affiliate of such Holder that is not a Screened Affiliate and such screens prohibit the sharing of information with respect to the Company or its Subsidiaries, (iii) whose investment policies are not directed by such Holder or any other Affiliate of such Holder that is acting in concert with such Holder in connection with its investment in the Notes, and (iv) whose investment decisions are not influenced by the investment decisions of such Holder or any other Affiliate of such Holder that is acting in concert with such Holders in connection with its investment in the Notes.

  • Designated Affiliate means the affiliates of the Corporation designated by the Committee for purposes of the Plan from time to time;

  • Permitted Affiliate means with respect to any Person (a) any Person that directly or indirectly controls such Person, and (b) any Person which is controlled by or is under common control with such controlling Person. As used in this definition, the term “control” of a Person means the possession, directly or indirectly, of the power to vote eighty percent (80%) or more of any class of voting securities of such Person or to direct or cause the direction of the management or policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

  • Specified Affiliate is any Person (a) more than ten percent (10.0%) of whose aggregate issued and outstanding equity or ownership securities or interests, voting, non-voting or both, are owned or held directly or indirectly, beneficially or of record, by Borrower, and/or (b) whose equity or ownership securities or interests representing more than ten percent (10.0%) of such Person’s total outstanding combined voting power are owned or held directly or indirectly, beneficially or of record, by Borrower.

  • Qualified Affiliate means an Affiliate of a Lender who has executed and delivered to the Administrative Agent an instrument of adhesion in the form set forth in Schedule J.

  • Covered Affiliate has the meaning assigned to the term “affiliate” in, and shall be interpreted in accordance with, 12 U.S.C. § 1841(k).

  • Retained Group means, in respect of each Seller, that Seller, its subsidiaries and subsidiary undertakings from time to time, any holding company of the Seller and all other subsidiaries or subsidiary undertakings of any such holding company (excluding the Purchaser, that Seller’s Target Company and any subsidiaries or subsidiary undertakings of that Target Company);

  • Controlled Affiliates means, with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, has Majority Control of or is Majority Controlled by or is under common Majority Control with the Person specified.

  • Seller Affiliate means any Affiliate of Seller.

  • Purchaser Affiliate means any affiliate of the Purchaser, including a transferee who is an affiliate of the Purchaser, and any person who controls the Purchaser or any affiliate of the Purchaser within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act; and

  • BHC Affiliate has the meaning assigned to the term “affiliate” in, and shall be interpreted in accordance with, 12 U.S.C. §1841(k).

  • Group Business Entity means;

  • Affiliate means, with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with the Person specified.

  • Non-Affiliate means, for any specified Person, any other Person that is not an Affiliate of the specified Person.

  • Participating Affiliate means an Affiliate which has been designated by the Committee in advance of the Purchase Period in question as a corporation whose eligible Permanent Full-Time Employees may participate in the Plan.

  • Affiliated Entity means any entity controlling, controlled by, or under common control with an Insured.

  • Business Entity means a natural or legal person, business corporation, professional services corporation, limited liability company, partnership, limited partnership, business trust, association or any other legal commercial entity organized under the laws of this State or of any other state or foreign jurisdiction;

  • Controlling Affiliate means an Affiliate that directly or indirectly Controls the Hotel and/or Controls the entity that Controls the Hotel.

  • Retained Subsidiaries means all of the direct and indirect Subsidiaries of Seller other than the Purchased Subsidiaries.

  • Unconsolidated Affiliate means, with respect to any Person, any other Person in whom such Person holds an Investment, which Investment is accounted for in the financial statements of such Person on an equity basis of accounting and whose financial results would not be consolidated under GAAP with the financial results of such Person on the consolidated financial statements of such Person.

  • Retained Assets has the meaning set forth in Section 2.2.

  • Parent Affiliate means any Person under common control with any of the Parent Entities within the meaning of Section 414(b), Section 414(c), Section 414(m) or Section 414(o) of the Code, and the regulations issued thereunder.