TCFIF Sub definition

TCFIF Sub means TCFIF Joint Venture I, LLC, a Minnesota limited liability company.
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TCFIF Sub is defined in the preamble.
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TCFIF Sub shall be deleted and replaced with “HDF Sub” which shall have the following definition:
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Examples of TCFIF Sub in a sentence

  • TCFIF Sub shall cause all tax returns of the Company to be timely filed.

  • TCFIF Sub shall be the tax matters partner within the meaning of Section 6231(a)(7) of the Code.

  • To the extent the Company requires additional capital prior to closing by the Company of the purchase under the initial Receivable Purchase Agreement and the Members approve such a capital contribution, Toro Sub shall contribute forty-five percent (45%) of such required capital contribution and TCFIF Sub shall contribute fifty-five percent (55%) of such required capital contribution.

  • Neither Toro Sub nor TCFIF Sub nor any of their respective Affiliates shall make any public announcement or other disclosure to the press or public regarding this Agreement or the Company or any matter related hereto or thereto, unless Toro Sub and TCFIF Sub mutually agree to make an announcement in a form that both Members have approved.

  • Upon dissolution and completion of the winding-up of the Company, Toro Sub shall succeed to the name “Red Iron Acceptance, LLC” and neither TCFIF nor TCFIF Sub shall have any rights thereto.

  • This Agreement has been duly executed and delivered by Toro Sub, and (assuming due execution and delivery by TCFIF Sub), this Agreement constitutes a legal, valid and binding obligation of Toro Sub enforceable against Toro Sub in accordance with its terms.

  • The execution and delivery of this Agreement by TCFIF Sub, the performance by TCFIF Sub of its obligations hereunder, and the consummation by TCFIF Sub of the transactions contemplated hereby have been duly and validly authorized and approved by all necessary limited liability company action on behalf of TCFIF Sub.

  • TCFIF Sub is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Minnesota, its sole purpose is the ownership of its Shares and activities ancillary to such ownership, and has all necessary power and authority to enter into, and to perform its obligations under, this Agreement.

  • On the Formation Date, forty-five (45) Shares shall be issued to Toro Sub and fifty-five (55) Shares shall be issued to TCFIF Sub.

  • Without limiting the scope of the foregoing, each of TCFIF, TCFIF Sub, Toro and Toro Sub may pursue other business opportunities (including joint ventures) with no obligation to refer business or offer opportunities to Red Iron or to each other, except as otherwise expressly provided in Sections 2.6 and 2.7 of this Agreement.


More Definitions of TCFIF Sub

TCFIF Sub means TCFIF Joint Venture I, LLC, a Minnesota limited liability company. “Toro” shall mean The Toro Company, a Delaware corporation.
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Related to TCFIF Sub

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

  • Merger Sub I has the meaning set forth in the Preamble.

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

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • Merger Sub II has the meaning set forth in the Preamble.

  • Constituent Company means an existing company that is participating in a merger or consolidation with one or more other existing companies;

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

  • 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.

  • Constituent organization means an organization that is party to a merger.

  • Merger Sub has the meaning set forth in the Preamble.

  • Mutual holding company means that term as defined in section 10(o) of the home owners' loan act, chapter 64, titles III and IX of Public Law 101-73, 12 U.S.C. 1467a, and OTS regulations governing mutual holding companies.

  • Delaware Bank has the meaning specified in the preamble to this Trust Agreement.

  • Noncustodial parent means a person who, at the time of the commencement of court proceedings in the sending state, does not have sole legal custody of the child or has joint legal custody of a child, and who is not the subject of allegations or findings of child abuse or neglect.

  • Surviving Corporation has the meaning set forth in Section 2.1.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • holding entity means a person that is controlled by an individual;

  • Delaware LLC means any limited liability company organized or formed under the laws of the State of Delaware.

  • Amalgamating Corporations means both of them;

  • Mutual housing corporation means a corporation not-for-profit,

  • Company Organizational Documents means the certificate of incorporation and bylaws (or the equivalent organizational documents) of the Company and its Subsidiaries as in effect on the date of this Agreement.

  • SCC means the Special Conditions of Contract.

  • Converted entity means the converting entity as it continues in existence after a conversion.

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Parent organization means the entity named in Item I. of the Policy Declarations.

  • Constituent entity means: (i) with respect to an MNE Group having a Reporting Entity resident for tax purposes in the Isle of Man, (A) any separate business unit of an MNE Group that is included in the consolidated financial statements for financial reporting purposes or would be so included if equity interests in such business unit of an MNE Group were traded on a public securities exchange, (B) any separate business unit that is excluded from the MNE Group’s consolidated financial statements solely on size or materiality grounds, and (C) any permanent establishment of any separate business unit of the MNE Group included in (A) or (B) above provided the business unit prepares a separate financial statement for such permanent establishment for financial reporting, regulatory, tax reporting, or internal management control purposes; and (ii) with respect to an MNE Group having a Reporting Entity resident for tax purposes in the United States, any “Constituent Entity” as defined in the relevant U.S. Treasury regulations;