TRANSACTIONS WITH AFFILIATES definition

TRANSACTIONS WITH AFFILIATES means those transactions described in Section 4.16.
TRANSACTIONS WITH AFFILIATES enter into: (i) any agreement or arrangement providing for the payment of any amounts to any of its Affiliates, except that: (A) the Borrower may enter into the Expense Allocation Agreement and any Operating Subsidiary may enter into (A) the Cash Management Agreement, (B) the Services Agreement and (C) one or more operating and licencing agreements substantially in the form of Exhibit D-2 hereto, between such Operating ----------- Subsidiary and a License Subsidiary; (B) the Borrower and its Subsidiaries may enter into a tax- sharing agreement or arrangement pursuant to which the Borrower and its Subsidiaries shall not make any payments or agree to make any payments in lieu of income taxes unless the cumulative sum of such payments does not exceed the cumulative sum of income taxes that the Borrower and its Subsidiaries would have paid if the Borrower and its Subsidiaries had always filed income-tax returns as separate entities; and (C) the Borrower and its Subsidiaries may enter into a management, consulting or other agreement, but only if such agreement either (a) relates to providing management, consulting or other services to an Affiliate operating BTA markets and (1) is on terms that are fair and reasonable and no less favorable to the Borrower or such Subsidiary than it would obtain in a comparable arm's-length transaction with a Person not an Affiliate; and (2) does not provide for the performance of services or purchase or delivery of property by the Borrower or such Subsidiary in a manner that, individually or together with all other such agreements with Affiliates operating BTA markets, would have a material adverse effect on the ability of the Borrower or such Subsidiary to build-out or operate any BTA or MTA for which it owns the applicable FCC License; or (b) is approved in writing by the Required Lenders; or (ii) any other agreement, arrangement or transaction with any of its Affiliates (whether or not providing for the payment of any amounts to any of its Affiliates), except in the ordinary course of business and on terms that are fair and reasonable and no less favorable to the Borrower or such Subsidiary than it would obtain in a comparable arm's-length transaction with a Person not an Affiliate;
TRANSACTIONS WITH AFFILIATES. Except as set forth in Schedule 5.25, none of Parent's shareholders, directors, officers, Employees, Affiliates nor any of their respective relatives or Affiliates is involved in any business arrangement or relationship with Parent (whether written or oral), and none of Parent's shareholders, directors, officers, Employee, Affiliates nor any of their respective relatives or Affiliates owns any property or right, tangible or intangible, which is used in connection with the Business.

Examples of TRANSACTIONS WITH AFFILIATES in a sentence

  • FEES AND OTHER TRANSACTIONS WITH AFFILIATES Continued The Fund has adopted a Service Plan for Class A shares and Distribution and Service Plans for Class B, Class C and Class N shares under Rule 12b-1 of the Investment Company Act.

  • ADVISORY FEES AND OTHER TRANSACTIONS WITH AFFILIATES Evergreen Investment Management Company, LLC (“EIMC”), an indirect, wholly owned subsidiary of Wachovia Corporation (formerly, First Union Corporation), is the investment advisor to the Fund and is paid a management fee that is calculated and paid daily.

  • FEES AND OTHER TRANSACTIONS WITH AFFILIATES MANAGEMENT FEES Management fees paid to the Manager were in accordance with the investment advisory agreement with the Fund which provides for a fee at an annual rate of 0.75% of the first $200 million of average annual net assets, 0.72% of the next $200 million and 0.69% of the next $200 million and 0.66% of net assets over $600 million.

  • LIMITATION ON TRANSACTIONS WITH AFFILIATES Section 4.14...............................

  • PROPERTY TRANSACTIONS WITH AFFILIATES AND OTHER RE- STRICTED ACTIVITIES.


More Definitions of TRANSACTIONS WITH AFFILIATES

TRANSACTIONS WITH AFFILIATES. All "covered transactions" between BancFirst Bank and an "affiliate" thereof within the meaning of Sections 23A and 23B of the Federal Reserve Act have been in compliance with such provisions. All "covered transactions" between the Trust Company and an "affiliate" thereof within the meaning of Sections 23A and 23B of the Federal Reserve Act have been in compliance with such provisions.
TRANSACTIONS WITH AFFILIATES. (§4.11); • “Liens” (§4.12); • “Company Existence” (§4.13); • “Offer to Repurchase Upon Change of Control” (§4.14); • “Limitation on Guarantee of Indebtedness by Restricted Subsidiaries” (§4.15);
TRANSACTIONS WITH AFFILIATES. One Winthrop Properties, Inc. ("One Winthrop") and Linnaeus-Hampshire Realty Limited Partnership are the general partners of your partnership. Winthrop Management LLC, an affiliate of One Winthrop, is entitled to annual property management fees equal to 1.5% of the excess of cash receipts over cash expenditures (excluding debt service, property management fees and capital expenditures) from each property managed by it. For the years ended December 31, 1998 and 1997, Winthrop Management earned $21,000 and $22,000, respectively, for managing your partnership's properties. During the liquidation stage of your partnership, the general partners and their affiliates are entitled to receive certain fees and distributions, subordinated to specified minimum returns to the limited partners as described in the partnership agreement.
TRANSACTIONS WITH AFFILIATES. Except as set forth in Section 4.19 of the KCG Disclosure Schedule, no Affiliate of KCG: (i) is a party to or has any interest in any contract or agreement with KCG; (ii) has any outstanding loan to or receivable from KCG; or (iii) has any ownership interest (other than a stock ownership interest representing less than 1% of the outstanding stock of any corporation which is publicly traded), directly, indirectly, or beneficially, in any customer of or supplier to KCG.
TRANSACTIONS WITH AFFILIATES. Except as set forth on Schedule 6.24, no Partner and no director, officer or employee of the Partnership, or any member of his or her immediate family or any other of its, his or her affiliates, owns or has a 5% or more ownership interest in any corporation or other entity that is or was during the last three years a party to, or in any property which is or was during the last three years the subject of, any contract, agreement or understanding, business arrangement or relationship with the Partnership.
TRANSACTIONS WITH AFFILIATES. Except as set forth in Schedule 8.26, none of the Material Contracts set forth in Schedule 8.7 between any Purchased Subsidiary, on the one hand, and Seller or any of its Affiliates (other than Purchased Subsidiaries), officers, directors or employees, on the other hand, will continue to be in effect subsequent to the Closing. Except as set forth in Schedule 8.26, after the Closing none of the Affiliates of Seller or, to the Knowledge of Seller, any of their officers, directors or employees will have any interest in any property (real or personal, tangible or intangible) or Material Contract of any Purchased Subsidiary or used in or pertaining to the Business.
TRANSACTIONS WITH AFFILIATES there are no Contracts between any of the Company or the Company Subsidiaries and: (a) any Affiliates of the Company or the Company Subsidiaries, and (b) any director, partner or other equity owner of the Company or any Affiliate of any such Person.