Transferee Party definition

Transferee Party has the meaning set forth in Section 2.04(b).
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Transferee Party. The Party to whom, subject to Regulations 4(7) and 4(9) of TUPE, a Post Xxxxxx’s employment contract transfers, or a Post Holder contends that his or her employment contract transfers, due to a Relevant Transfer.
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Transferee Party has the meaning in Clause 32.1;
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Examples of Transferee Party in a sentence

  • Yes No Name/Address of Transferee Party, if applicable: .................................................................................................................................................

  • Date of Transfer Name of the Transferor Name of the Transferee Party Category9.

  • The Transferring Party shall cooperate in good faith with the Transferee Party, including without limitation by furnishing copies of tax tickets, tax account numbers and other relevant tax information requested by the Transferee Party, in order to ensure that the Transferee Party has the information needed to timely pay the Current Property Taxes that the Transferee Party is required to pay pursuant to this Section 3(c).

  • Notwithstanding anything to the contrary in Section 4.10, to the extent not prohibited by applicable Tax Laws, the Seller and the Purchaser agree to treat and report, and to cause their respective Affiliates to treat and report, on their Tax Returns, any Non-Transferred Assets as assets owned by the Transferee Party after the Closing.

  • The Transferring Party shall be responsible for the Current Property Taxes to the extent that they are attributable to such Transferred Asset for periods prior to the Asset Transfer Date and the Transferee Party shall be responsible for the Current Property Taxes to the extent that they are attributable to such Transferred Asset for periods on and after the Asset Transfer Date.

  • At Closing, in the case of a fire or other casualty, Transferor Party shall give Transferee Party a credit on the Purchase Price equal to the lesser of the estimated cost of restoration or the amount of the deductible.

  • The Transferor Party has delivered to the applicable Transferee Party a true, correct and complete copy of the LP Agreement of such Partnership.

  • There is no Action pending or, to the knowledge of the Transferee Parties, threatened against any Transferee Party or any of its affiliates relating to the transactions contemplated by this Agreement or which, if adversely determined, would materially impair the ability of the Transferee Parties to perform their obligations and agreements under this Agreement and the Transferee Ancillary Documents to which they are or will be parties and to consummate the transactions contemplated hereby and thereby.

  • Each Transferee Party has full power and authority to (a) execute and deliver this Agreement and the Transferee Ancillary Documents contemplated hereby to be executed and delivered by such Transferee Party and (b) consummate the transactions contemplated hereby and thereby.

  • The Transferring Party shall reimburse the Transferee Party for (1) the Transferring Party’s pro rata share of any Current Property Taxes that the Transferee Party is obligated to timely pay pursuant to Section 3(c)(i)(A) hereof, and (2) all amounts paid to any Tax Authority by the Transferee Party pursuant to Section 3(c)(i)(B)(y) hereof, in each case, that are shown on such invoice.


More Definitions of Transferee Party

Transferee Party means (i) CoalCo or the applicable member(s) of the CoalCo Group to which Coal Assets are contributed, assigned, transferred, conveyed or delivered by Parent or applicable members of the Parent Group, pursuant to the Plan of Reorganization set forth in Section 2.1(a) of the Separation and Distribution Agreement, and (ii) Parent or the applicable member(s) of the Parent Group to which Parent Assets are contributed, assigned, transferred, conveyed or delivered by CoalCo or applicable members of the CoalCo Group, pursuant to such Plan of Reorganization; in each case, as applicable.
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Transferee Party has the meaning set forth in Section 16.1 (Assignment).
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Transferee Party means (i) SpinCo or the applicable member(s) of the SpinCo Group to which SpinCo Assets are contributed, assigned, transferred, conveyed or delivered by Parent or applicable members of the Parent Group, pursuant to the Plan of Reorganization set forth in Section 2.01(a) of the Separation and Distribution Agreement, and (ii) Parent or the applicable member(s) of the Parent Group to which Parent Business Assets are contributed, assigned, transferred, conveyed or delivered by SpinCo or applicable members of the SpinCo Group, pursuant to such Plan of Reorganization; in each case, as applicable.
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Transferee Party means (i) the Major Shareholders, if the Net Share Adjustment is in favour of the Major Shareholders, or (ii) the Investors, if the Net Share Adjustment is in favour of the Investors;
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Transferee Party has the meaning set forth in Section 8.5(b).
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Related to Transferee Party

  • Permitted Transferee Any Transferee of a Residual Certificate other than a Disqualified Organization or Non-United States Person.

  • Transferee Any Person who is acquiring by Transfer any Ownership Interest in a Certificate.

  • Third Party Purchaser means any Person who, immediately prior to the contemplated transaction, (a) does not directly or indirectly own or have the right to acquire any outstanding Common Stock or (b) is not a Permitted Transferee of any Person who directly or indirectly owns or has the right to acquire any Common Stock.

  • Transferee Letter The meaning specified in Section 12.16.

  • Approved Transferee means (a) a “qualified institutional buyer” (“QIB”) as defined in Rule 144A promulgated under the Securities Act that is a financial institution or commercial bank having capital and surplus of $5,000,000,000 or more, (b) an affiliate of the Funding Lender, or (c) a trust or custodial arrangement established by the Funding Lender or one of its affiliates the beneficial interests in which will be owned only by QIBs.

  • Transferee is a qualified institutional buyer" as defined in Rule 144A because (i) the Transferee is an investment company registered under the Investment Company Act of 1940, and (ii) as marked below, the Transferee alone owned and/or invested on a discretionary basis, or the Transferee's Family of Investment Companies owned, at least $100,000,000 in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year. For purposes of determining the amount of securities owned by the Transferee or the Transferee's Family of Investment Companies, the cost of such securities was used, unless the Transferee or any member of the Transferee's Family of Investment Companies, as the case may be, reports its securities holdings in its financial statements on the basis of their market value, and no current information with respect to the cost of those securities has been published, in which case the securities of such entity were valued at market. ____ The Transferee owned and/or invested on a discretionary basis $____________________ in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A). ____ The Transferee is part of a Family of Investment Companies which owned in the aggregate $__________________ in securities (other than the excluded securities referred to below) as of the end of the Transferee's most recent fiscal year (such amount being calculated in accordance with Rule 144A).

  • Transferring Party has the meaning given such term in Section 5.2(b).

  • Transferee Company means any company or body corporate established in the Islands or in any other jurisdiction.

  • Qualified Assignee means (a) any Lender, any Affiliate of any Lender and, with respect to any Lender that is an investment fund that invests in commercial loans, any other investment fund that invests in commercial loans and that is managed or advised by the same investment advisor as such Lender or by an Affiliate of such investment advisor, and (b) any commercial bank, savings and loan association or savings bank or any other entity which is an "accredited investor" (as defined in Regulation D under the Securities Act) which extends credit or buys loans as one of its businesses, including insurance companies, mutual funds, lease financing companies and commercial finance companies, in each case, which has a rating of BBB or higher from S&P and a rating of Baa2 or higher from Xxxxx'x at the date that it becomes a Lender and which, through its applicable lending office, is capable of lending to Borrower without the imposition of any withholding or similar taxes; provided that no Person determined by Agent to be acting in the capacity of a vulture fund or distressed debt purchaser shall be a Qualified Assignee and no Person or Affiliate of such Person (other than a Person that is already a Lender) holding Subordinated Debt or Stock issued by any Credit Party shall be a Qualified Assignee.

  • Prospective Transferee means any person to whom a Key Holder proposes to make a Proposed Key Holder Transfer.

  • Eligible Transferee means and include a commercial bank, financial institution or other "accredited investor" (as defined in Regulation D of the Securities Act).

  • Transferor Any Person who is disposing by Transfer of any Ownership Interest in a Certificate.

  • Permitted Assignee means (a) with respect to a partnership, its partners or former partners in accordance with their partnership interests, (b) with respect to a corporation, its stockholders in accordance with their interest in the corporation, (c) with respect to a limited liability company, its members or former members in accordance with their interest in the limited liability company, (d) with respect to an individual party, any Family Member of such party, (e) an entity that is controlled by, controls, or is under common control with a transferor, or (f) a party to this Agreement.

  • Transferring Stockholder has the meaning set forth in Section 4.04(a).

  • Prospective Purchaser has the meaning set forth in Section 2.3(b)(i) hereof.

  • Transferee Affidavit As defined in Section 5.03(n).

  • Subsequent Transferee has the meaning set forth in Section 4.06(b).

  • Pre-Event Transferee shall have the meaning set forth in Section 7(e) hereof.

  • Transferring Member has the meaning set forth in Section 11.3(a).

  • Assignee as defined in Section 10.6(b).

  • Transferring Shareholder has the meaning set out in Section 6.1;

  • Authorized Transferee means a Qualified Trust of Xxxxx X. Xxxxxx or of any member of a Family Group that (a) would be a Permitted Transferee of the Partner engaging in a Transfer of Partnership Interests under the Certificate of Incorporation of each Company in which the Partnership owns Class B Shares, if such Partner were Transferring Class B Shares instead of Partnership Interests; (b) is eligible to be a Partner of the Partnership without causing any Class B Shares then held by the Partnership to be converted into Class A Shares pursuant to the applicable Certificate of Incorporation; and (c) is a Participating Stockholder of each Company whose Class B Shares are owned by the Partnership, but only if such Qualified Trust (i) is a Partner immediately prior to the Transfer of Partnership Interests to such Qualified Trust or (ii) prior to or simultaneously with such Transfer, executes and delivers to the Partnership a counterpart of this Agreement, executed by the trustee of such Qualified Trust, agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Qualified Trust in accordance with the terms of this Agreement, such counterpart to be substantially in the form of Exhibit 1 hereto. In particular, a Qualified Trust may not necessarily qualify under clauses (a) and (b) above. Therefore, care must be given to ensure that, for purposes of determining whether a Qualified Trust is an Authorized Transferee, such Qualified Trust qualifies under clauses (a) and (b) above. In addition, an “Authorized Transferee” of a General Partnership Interest also includes a “Qualified Entity” (defined in Section 1.18 below).

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

  • Qualified Transferee means an “accredited investor” as defined in Rule 501 promulgated under the Securities Act.

  • Transfer student A student who enters a participating college or university after earning college-level credit at another college or university.

  • Requesting Person shall have the meaning set forth in Section 25 hereof.