TRA Right definition

TRA Right means a non-transferable right to receive, when, as and if received by Veritas or its Affiliates, a stockholder's Pro Rata Portion of the TRA Amount.
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TRA Right in Section 1.11(a)(xxi) of the Merger Agreement is hereby restated in its entirety as follows:
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TRA Right means a non-transferable right to receive from Veritas, when, as and if received by Veritas or its Affiliates, a stockholder's Pro Rata Portion of the TRA Amount as reduced pursuant to Section 5.15(e)(ii)(x) and (y) hereof and subject to Section 5.15(e)(i) hereof."
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Examples of TRA Right in a sentence

  • Failure to make the appropriate notation or to issue a new TRA Right shall not affect the validity of such amendment.

  • Notwithstanding the foregoing, nothing herein shall prevent the Company, the Transfer Agent or any agent of the Company or the Transfer Agent from giving effect to any written certification, proxy or other authorization furnished by the Depositary, or impair, as between the Depositary and its Agent Members, the operation of customary practices governing the exercise of the rights of a Holder of any TRA Right.

  • The Company agrees, and each Holder by accepting a TRA Right agrees, that the obligation evidenced by the TRA Rights is and shall be subordinated and junior in right of payment, to the extent and in the manner provided in this ARTICLE IX, to the prior payment in full in cash of all existing and future Senior Indebtedness of the Company and that the subordination is for the benefit of and enforceable by the holders of such Senior Indebtedness.

  • Any request, demand, authorization, direction, notice, consent, waiver or other action by the Holder of any TRA Right shall bind every future Holder of the same TRA Right or the Holder of every TRA Right issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, in respect of anything done, suffered or omitted to be done by the Transfer Agent or the Company in reliance thereon, whether or not notation of such action is made upon such TRA Right.

  • If an amendment changes the terms of a TRA Right, the Transfer Agent may require the Holder of the TRA Right to deliver any certificate representing such TRA Right to the Transfer Agent.

  • Prior to the time of due presentment for registration of transfer, the Company, the Transfer Agent and any agent of the Company or the Transfer Agent may treat the Person in whose name any TRA Right is registered in the Security Register as the owner of such TRA Right for the purpose of receiving payment on such TRA Right and for all other purposes whatsoever, and neither the Company, the Transfer Agent nor any agent of the Company or the Transfer Agent shall be affected by notice to the contrary.

  • If an amendment changes the terms of a TRA Right, the Transfer Agent may require the Holder of such TRA Right to deliver it to the Transfer Agent.

  • Notwithstanding any other provision in this Agreement and any provision of any TRA Right, the right of any Holder to receive payment of the amounts payable in respect of its TRA Right on or after the respective due dates expressed in such TRA Right, or to institute suit for the enforcement of any such payment on or after such respective dates, shall not be impaired or affected without the consent of such Holder.

  • By accepting a TRA Right each Holder waives and releases all such liability.

  • No reference herein to the Agreement and no provision of this TRA Right certificate or of the Agreement shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay any amounts determined pursuant to the terms hereof and of the Agreement at the times, place and amount, and in the manner, herein prescribed.


More Definitions of TRA Right

TRA Right means the Company’s right to payments from Xxxxxxx & Xxxxxx pursuant to the TRA.
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TRA Right means a right representing an interest in the rights of the TRA Holders under this agreement, including the right to receive a Tax Benefit Payment. The aggregate number of TRA Rights hereunder shall be the Aggregate TRA Rights, each of which shall be held as of the date hereof by the Initial TRA Holder. After the date hereof, if the number of outstanding Units shall have been changed into a different number of units or a different class, by reason of any distribution, subdivision, reclassification, recapitalization, split, combination or exchange, or any similar event, then the number of TRA Rights held by each TRA Holder and the Aggregate TRA Rights will each be equitably adjusted to reflect such change.
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TRA Right is defined in Section 7.6(b) of this Agreement.
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TRA Right means the Company’s right to payments from Manning & Napier pursuant to the TRA.
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Related to TRA Right

  • Distributed Right has the meaning set forth in the definition of “Adjustment Factor.”

  • Co-op Shares Shares issued by private non-profit housing corporations.

  • Secondary Refusal Right means the right, but not an obligation, of each Investor to purchase up to its pro rata portion (based upon the total number of shares of Capital Stock then held by all Investors) of any Transfer Stock not purchased pursuant to the Right of First Refusal, on the terms and conditions specified in the Proposed Transfer Notice.

  • First Refusal Right means the right granted to the Corporation in accordance with Article E.

  • Put Right has the meaning set forth in Section 8.05(a).

  • VMTP Shares has the meaning set forth in the preamble to this Agreement.

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.

  • Exchange Right has the meaning set forth in Section 2.1 hereof.

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Unvested Shares means "Unvested Shares" as defined in the Award Agreement.

  • Purchase Option Period As defined in Section 9.03(a) hereof.

  • DWAC Shares means shares of Common Stock that are (i) issued in electronic form, (ii) freely tradable and transferable and without restriction on resale and (iii) timely credited by the Company to the Investor’s or its designee’s specified DWAC account with DTC under the DTC/FAST Program, or any similar program hereafter adopted by DTC performing substantially the same function.

  • Drag-Along Right has the meaning set forth in Section 8.6(a).

  • Retraction Call Right has the meaning ascribed thereto in the Exchangeable Share Provisions;

  • Retracted Shares has the meaning ascribed thereto in Section 5.7;

  • Option Shares shall have the meaning ascribed to such term in Section 2.2(a).

  • Vested Shares means "Vested Shares" as defined in the Award Agreement.

  • Retained Shares has the meaning set forth in the recitals.

  • RSU Shares means shares of Common Stock that underlie an RSU.

  • Repurchase Right means the right granted to the Corporation in accordance with Article D.

  • Full Entitlement Share(s) shall have the respective meanings set forth in Section 2.12.

  • Sold Shares shall have the meaning specified in Section 6.

  • Company Shares means the common shares in the capital of the Company;

  • Rights Holder means the holder of the Call Rights.