Tudor Entities means each of the following: Tudor Investment Corporation, Tudor Group Holdings LLC, their respective Affiliates, and any Affiliate or Affiliated Group of Tudor Investment Corporation and/or Tudor Group Holdings LLC, and (b) with respect to the Tudor Entities, “Affiliated Group” has the meaning given to it in Section 1504 of the Internal Revenue Code of 1986, as amended, and in addition includes any analogous combined, consolidated, or unitary group, as defined under any applicable state, local or foreign income tax law.
Tudor Entities means each of the following: any entity for which Tudor Investment Corporation or an Affiliate thereof acts as general partner and/or investment adviser, Tudor Investment Corporation, Tudor Group Holdings LLC, their respective Affiliates, or any Affiliate or Affiliated Group of Tudor Investment Corporation and/or Tudor Group Holdings LLC, and (b) with respect to the Tudor Entities, "Affiliated Group" has the meaning given to it in Section 1504 of the Internal Revenue Code of 1986, as amended, and in addition includes any analogous combined, consolidated, or unitary group, as defined under any applicable state, local or foreign income tax law.
Tudor Entities means each of the following: Tudor Private Equity Fund, L.P., Tudor Arbitrage Partners, L.P., Tudor BVI Futures, Ltd., Raptor Global Fund, L.P., Raptor Global Fund Ltd., Raptor Global Portfolio, Ltd., ALTAR Rock Fund, L.P. or any funds or other investment vehicles or entities of which any of the foregoing entities are Affiliates, or any Affiliate or Affiliated Group of Tudor Investment Corporation and/or Tudor Global Trading, Inc.
Examples of Tudor Entities in a sentence
For purposes of determining whether, for any provision hereof, the number of shares of capital stock held by a Tudor Entity is sufficient to meet a required threshold, such Tudor Entity shall be deemed to hold the number of shares of capital stock issued or issuable upon conversion, exercise or exchange, directly or indirectly, of any derivative securities held by such Tudor Entity and any of its Affiliates and other Tudor Entities.
For purposes of determining whether a holder has met the Ownership Threshold, a person or entity shall be deemed to hold the number of shares of Series B Preferred owned by such person and any of its Affiliates (as defined in the Purchase Agreement) and in the case of any Tudor Entity (as defined in the Purchase Agreement), such Tudor Entity shall be deemed to hold the number of shares of Series B Preferred held by such Tudor Entity and any of its Affiliates and other Tudor Entities.
Notwithstanding the provisions set forth in this Agreement, this Agreement, any of the other Transaction Documents and the rights and obligations hereunder and thereunder, and the Securities may be transferred by each of the Investors in its sole discretion at any time, in whole or in part, including without limitation transfers to any of the Tudor Entities, Affiliates or Affiliated Groups of the transferor, without the consent of any other party hereto, subject to applicable law.
Notwithstanding the provisions set forth in Section 7, this Agreement and the rights and obligations hereunder and the Purchased Shares may be transferred by each of the Purchasers in its sole discretion at any time, in whole or in part, including without limitation transfers to any of the Tudor Entities, Affiliates or Affiliated Groups of the transferor, without the consent of any other party hereto.
One officer or authorized representative of the Tudor Entities will be entitled to attend as an observer at any such meeting or, if a meeting is held by telephone conference, to participate therein for the purpose of listening thereto.
More Definitions of Tudor Entities
Tudor Entities means each of the following: any entity for which Tudor Investment Corporation or an Affiliate thereof acts as general partner and/or investment adviser, Tudor Investment Corporation or any Affiliate thereof acts as general partner and/or investment adviser, Tudor Investment Corporation, Tudor Group Holdings, LLC, their respective Affiliates, or any Affiliate or Affiliated Group of Tudor Investment Corporation and/or Tudor Group Holdings LLC, and (b) with respect to the Tudor Entities, "Affiliated Group" has the meaning given to it in Section 1504 of the Internal Revenue Code of 1986, as amended, and in addition includes any analogous combined, consolidated or unitary group, as defined under any applicable state, local or foreign income tax law.
Tudor Entities means each of the following: any entity for which Tudor Investment Corporation or an Affiliate thereof acts as general partner or investment adviser, Tudor Investment Corporation, Tudor Group Holdings LLC, their respective Affiliates, or any Affiliate or Affiliated Group of Tudor Investment Corporation and/xx Xxxxx Group Holdings LLC, and (b) with respect to the Tudor Entities, "Affiliated Group" has the meaning given to it in Section 1504 of the Internal Revenue Code of 1986, as amended, and in addition includes any analogous combined, consolidated, or unitary group, as defined under any applicable state, local or foreign income tax law. "Representatives" means, with respect to any Person, such Person's officers, directors, employees, agents, attorneys, accountants, consultants, equity financing partners or financial advisors or other Person associated with, or acting on behalf of, such a Person. "Republic" means Republic Airways Holdings Inc., a Delaware corporation. "SEC" means the U.S. Securities and Exchange Commission. "Securities Act" means the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder. "Stockholders Agreement" has the meaning set forth in the recitals hereto. "Subsidiary" means as to any Person, any other Person of which more than fifty percent (50%) of the shares of the voting stock or other ownership interests are owned or controlled, or the ability to select or elect more than fifty percent (50%) of the directors or similar managers is held, directly or indirectly, by such first Person or one or more of its Subsidiaries or by such first Person and one or more of its Subsidiaries. "Title 49" means Title 49 of the Code of Federal Regulations, as amended and in effect from time to time. "Transactions" means the Merger, the execution, delivery and performance of this Agreement and each Other Investment Agreement (including the issuance of New Common Stock hereunder and thereunder), the Stockholders Agreement, and the execution, delivery and performance of the documents described in Articles II and VI hereof, in each case by the applicable party thereto. "Transaction Contracts" means all of the Transaction Documents other than the Plan and the Confirmation Order. "Transaction Documents" means this Agreement, the Plan, the Confirmation Order, the Merger Agreement, each Other Investment Agreement, the Stockholders Agreement, the documents described in Articles II and VI and all other documents necessa...
Tudor Entities means each of the following: any entity for which Tudor Investment Corporation or an Affiliate thereof acts as general partner or investment adviser, Tudor Investment Corporation, Tudor Group Holdings LLC, their respective Affiliates, or any Affiliate or Affiliated Group of Tudor Investment Corporation and/xx Xxxxx Group Holdings LLC, and (b) with respect to the Tudor Entities, "Affiliated Group" has the meaning given to it in Section 1504 of the Internal Revenue Code of 1986, as amended, and in addition includes any analogous combined, consolidated, or unitary group, as defined under any applicable state, local or foreign income tax law.
Tudor Entities and "Tudor Entities' Affiliates" as defined in Section 8.12 of the Series E Purchase Agreement, and (d) a parent or 80%-owned, direct or indirect subsidiary corporation of such Holder, (iv) in transactions involving the transfer without consideration of Restricted Securities by a Holder during his or her lifetime by way of gift or on death by will or intestacy, (v) transfers by a Holder to any partnership or limited liability company at least 80% of the capital and profits of which are owned by such Holder, or (vi) in transactions in compliance with Rule 144), unless there is in effect a registration statement under the Securities Act covering the proposed transfer, the holder thereof shall give written notice to the Company of such holder's intention to effect such transfer, sale, assignment or pledge. Each such notice shall describe the manner and circumstances of the proposed transfer, sale, assignment or pledge in sufficient detail, and shall be accompanied, at such holder's expense, by either (i) an unqualified written opinion of legal counsel who shall be, and whose legal opinion shall be, reasonably satisfactory to the Company addressed to the Company, to the effect that the proposed transfer of the Restricted Securities may be effected without registration under the Securities Act, or (ii) a "no-action" letter from the Commission to the effect that the transfer of such securities without registration will not result in a recommendation by the staff of the Commission that action be taken with respect thereto, whereupon the holder of such Restricted Securities shall be entitled to transfer such Restricted Securities in accordance with the terms of the notice delivered by the holder to the Company. Each certificate evidencing the Restricted Securities transferred as above provided shall bear, except if such transfer is made pursuant to Rule 144, the appropriate restrictive legend set forth in Section 3 above, except that such certificate shall not bear such restrictive legend if, in the opinion of counsel for such holder and the Company, such legend is not required in order to establish compliance with any provision of the Securities Act.
Tudor Entities means each of the following: Tudor BVI Global Portfolio Ltd., Tudor Proprietary Trading, LLC, Raptor Global Portfolio, Ltd.,
Tudor Entities means each of the following: Tudor Investment Corporation,
Tudor Entities means each of the following: Tudor BVI Global Portfolio Ltd., Tudor Proprietary Trading, LLC, Raptor Global Portfolio, Ltd., Witches Rock Portfolio, Ltd., Tudor Investment Corporation, Tudor Global Trading Inc., Tudor Venture II, L.P., Tudor Ventures III, L.P., Tudor Private Equity Fund, L.P., Tudor Arbitrage Partners, L.P., Tudor BVI Futures, Ltd., Raptor Global Portfolio, L.P., Raptor Global Fund, L.P., Raptor Global Fund Ltd., ALTAR Rock Fund L.P., and their respective affiliates and any hedge or mutual funds other investment vehicles or entities of which any of the foregoing entities are affiliates, or any affiliate or affiliated group of Tudor Investment Corporation and/or Tudor Global Trading, Inc.