Unaffiliated Buyer definition

Unaffiliated Buyer. As defined in Section 40.17. ------------------ -------------
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Unaffiliated Buyer means any Person other than (a) an Oaktree Shareholder, (b) an Affiliate of an Oaktree Shareholder, (c) any Person or Group in which an Oaktree Shareholder and/or any of its Affiliates has, at the applicable time of determination, Equity Securities of at least $100 million (whether or not such Person or Group is deemed to be an Affiliate of an Oaktree Shareholder) (provided that this clause (c) shall not be applicable for purposes of Section 4.2 hereof) and (d) a Group that includes any of the foregoing.
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Unaffiliated Buyer means a bona fide buyer of the multifamily building for market value in an arm's length transaction with the Developer in which the buyer is unrelated to Developer by family, marriage or commercial enterprise.
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Examples of Unaffiliated Buyer in a sentence

  • The Members (other than SM Acquisition) agree that, upon receipt of the Buyout Notice, they shall be obligated to sell all of their Interests to the Unaffiliated Buyer at a price (based on such Member's pro rata ownership of Interests at the time of determination) equal to and subject to the same terms and conditions as the price and terms and conditions received by SM Acquisition for its Interest.

  • Except as contemplated by Section 16.11 or Section 16.12, the Seller shall have the authority to cause the sale of the Company to, or the merger of the Company into, an Unaffiliated Buyer without the consent of any other holders of Shares regardless of the consideration to be paid to such holders or to the Company in such transaction.

  • If at any time SM Acquisition desires to Transfer to an Unaffiliated Buyer more than 20% of the outstanding Interests, SM Acquisition shall give written notice (the "Tag-Along Notice") to BF Acquisition at least 10 Business Days prior to the Transfer.

  • Except as contemplated by Section 16.11 or 16.12, the Seller shall have the authority to cause the sale of the Partnership to, or the merger of the Partnership into, an Unaffiliated Buyer without the consent of any other holders of Shares regardless of the consideration to be paid to such holders or to the Partnership in such transaction.

  • As used in this Section 8 (c), "Unaffiliated Buyer" shall mean a buyer which at the time of the sale is not managed or advised by Manager or an entity controlled by personal employed by Manager or intended at the time of sale to be advised by Manager after the sale.

  • BF Acquisition may, upon giving written notice to SM Acquisition and the Company within 5 Business Days after its receipt of the Tag-Along Notice, participate in such Transfer by including in such Transfer an amount of its Interest equal to the product of (x) the Interest to be Transferred by SM Acquisition to the Unaffiliated Buyer, and (y) the percentage ownership of the Company represented by BF Acquisition's Interest.

  • Unless otherwise agreed by the SkyTerra Investors, the DTVG Investors and the Unaffiliated Buyer, if the Drag-Along Transaction pursuant to this Section 3 would violate any loan document or other material contract to which the Company is a party, then the Company and the Unaffiliated Buyer shall obtain the consent of the lender or other third party to such sale prior to closing.

  • NEMLICO and the Subsidiaries shall pay Manager a one-time ---------- fee promptly following the closing of the sale of an Asset pursuant to the Operating Plan to an Unaffiliated Buyer.

  • If the County does not provide Borrower with timely notice of the County’s commitment to purchase the Subject Property in accordance with the terms of the Third-Party Offer, then Borrower may proceed to sell the Subject Property to the Unaffiliated Buyer pursuant to the Third-Party Offer.

  • If the sale to the Unaffiliated Buyer is not completed for any reason, then the Right of First Refusal shall continue in effect.


More Definitions of Unaffiliated Buyer

Unaffiliated Buyer means an unrelated and unaffiliated third party in which the SkyTerra Investors, their respective Affiliates, Apollo Management, L.P., any investment fund managed by Apollo Management, L.P., and any direct or indirect portfolio company of any investment fund managed by Apollo Management, L.P. do not own in the aggregate (or will not own in the aggregate, following a Drag-Along Transaction, except as a result of equity interests issued in consideration of, or retained in connection with, a Drag-Along Transaction) a direct or indirect equity interest of (i) greater than ten percent (10%) or (ii) if the Sky Terra Investors deliver a Fairness Opinion to the DTVG Investors in connection with the Drag-Along Transaction, greater than twenty-five percent (25%). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings given them in the LLC Agreement.
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Unaffiliated Buyer means a bona fide buyer of the Apartments for market value in an arm's length transaction with the Developer in which the buyer is not a legal entity related to the Developer, or a Developer- controlled entity. For purposes of the preceding sentence, the term "control" shall mean the possession, direct or indirect, of the power to direct, or cause the direction of, the management and policies of an entity through voting securities, management ownership, contract or otherwise. The foregoing includes a tenancy-in-common regime so long as at least one of the tenant-in- common owners is a permitted transferee. Additionally, a third party who receives a partnership interest in Developer, or who receives a transfer of a majority of the membership interest in Developer by its shareholders, if applicable, or by a parent corporation, regardless of whether the Authority has approved such transfer under Section 19, below, shall not be considered an Unaffiliated Buyer.
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Unaffiliated Buyer means a buyer which at the time of the sale is not managed or advised by Manager or an entity controlled by personal employed by Manager or intended at the time of sale to be advised by Manager after the sale.
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Unaffiliated Buyer means Banc of America Commercial Corporation.
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Unaffiliated Buyer shall have the meaning set forth in Section 8.8 hereof.
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Related to Unaffiliated Buyer

  • Qualified buyer means an applicant who meets the criteria in section 4.

  • Controlled unaffiliated business means a company:

  • Third Party Purchaser has the meaning set forth in Section 3.3.

  • Third Party Buyer means any Person other than (i) the Company or any of its Subsidiaries, (ii) any employee benefit plan of the Company or any of its Subsidiaries, (iii) the Investors or (iv) any Affiliates of any of the foregoing.

  • Transaction Person with respect to a Transaction shall mean (i) any Person who (x) is or will become an Acquiring Person or a Principal Party (as such term is hereinafter defined) if the Transaction were to be consummated and (y) directly or indirectly proposed or nominated a director of the Company which director is in office at the time of consideration of the Transaction, or (ii) an Affiliate or Associate of such a Person.

  • Affiliate Transferee has the meaning set forth in Section 3.2(a).

  • Arm’s Length Transaction means a transaction between two related parties that is conducted as if they were unrelated, so that there is no conflict of interest.

  • Nonaffiliated third party means any person except:

  • Purchaser Affiliate means any affiliate of the Purchaser, including a transferee who is an affiliate of the Purchaser, and any person who controls the Purchaser or any affiliate of the Purchaser within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act; and

  • person with a 0.25 per cent. interest means a person who holds, or is shown in any register or record kept by the company under the Companies Acts as having an interest in, shares in the company which comprise in total at least 0.25 per cent. in number or nominal value of the shares of the company (calculated exclusive of any shares held as treasury shares), or of any class of such shares (calculated exclusive of any shares of that class held as treasury shares), in issue at the date of service of the restriction notice;

  • Bona fide purchaser means a person who in good faith makes a purchase without notice of any outstanding rights of others.

  • Specified Person means a person who has:

  • Arm’s Length has the meaning ascribed to such term for the purposes of the Income Tax Act (Canada);

  • Person so Engaged means the person who is engaged by the Owner to co-ordinate and supervise the process of designing, planning, constructing, fitting out, completing and marketing the Development. 「如此聘用的人」指擁有人聘用以統籌和監管發展項目的設計﹑規劃﹑建造﹑裝置﹑完成及銷售的過程的人士。

  • Unaffiliated Director means, for purposes of this Code, a director or honorary director of the Fund who is not a director, officer or employee of the Adviser or an affiliate thereof.

  • Controlling Interest means: (1) an ownership interest or participating interest in a business entity by virtue of units, percentage, shares, stock, or otherwise that exceeds 10 percent; (2) membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or (3) service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers. Subsection (3) of this section does not apply to an officer of a publicly held business entity or its wholly owned subsidiaries.

  • Independent Qualified Party means an investment banking firm, accounting firm or appraisal firm of national standing; provided, however, that such firm is not an Affiliate of the Company.

  • Permitted Affiliate Transactions means the following:

  • Excluded Holder means (a) any Person who at the time this Plan was adopted was the beneficial owner of 20% or more of the outstanding Common Stock; or (b) the Company, a Subsidiary or any Employee Benefit Plan of the Company or a Subsidiary or any trust holding Common Stock or other securities pursuant to the terms of an Employee Benefit Plan.

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

  • retail investor means an investor who is not a professional investor;

  • Permitted Business Investment means any Investment made in the ordinary course of, and of a nature that is or shall have become customary in, the Oil and Gas Business including investments or expenditures for actively exploiting, exploring for, acquiring, developing, producing, processing, gathering, marketing or transporting oil, natural gas or other Hydrocarbons and minerals through agreements, transactions, interests or arrangements which permit one to share risks or costs, comply with regulatory requirements regarding local ownership or satisfy other objectives customarily achieved through the conduct of the Oil and Gas Business jointly with third parties including:

  • Permitted Holder means (a) Xxxxxxx X. Xxxxxxx, (b) any of his immediate family members or his or their respective heirs by operation of law, will or intestacy or (c) any trust, corporation, partnership or other entity, the beneficiaries, stockholders, partners, owners or Persons beneficially holding a 50.1% or more controlling interest of which consist of Xxxxxxx X. Xxxxxxx and/or his immediate family members.

  • Restricted Business has the meaning set forth in Section 6.10(a).

  • Independent Person means a person appointed under section 28(7) of the 2011 Act;

  • 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.”