Member Classification Sample Clauses

Member Classification. Upromise will continue to host on the Upromise Site a registration process by which Upromise Members may, on an annual basis register for Preferred Diner status; it being understood and agreed that Upromise(R) World MasterCard(R) credit card with Dining and Grocery Rewards cardholders will be automatically registered for Preferred Diner status (the “Registration Process”). Upromise will provide registration information to RN in accordance with the terms set forth in Section 4.4 along with additional monthly reporting of Preferred Diner Registration Process progress and registration renewals. The Member Incentive, Administrative Fee, and Marketing Fee paid by RN will vary depending on the type of Qualified Purchase that is made and whether the Participating Member is a Standard Diner or a Preferred Diner, as set forth in Exhibit E.
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Member Classification. The Parties agree to use commercially reasonable efforts to cause the Preferred Diner Launch Date to occur on March 1, 2008. Commencing on or before the Preferred Diner Launch Date, Upromise will host on the Upromise Website a registration process by which Upromise Members may, on an annual basis register for Preferred Diner status; it being understood and agreed that Citi Upromise World Card cardholders will be automatically registered for Preferred Diner status (the “Registration Process”). Upromise will provide registration information to RN in accordance with the terms set forth in Section 4.4. The Member Incentive, Administrative Fee, and Marketing Fee paid by RN will vary depending on the type of Qualified Purchase that is made and, commencing on the Preferred Diner Launch Date, whether the Participating Member is a Standard Diner or a Preferred Diner, as set forth in Exhibit E.

Related to Member Classification

  • Tax Classification The Series shall elect to be treated as an association taxable as a corporation under Treasury Regulations Section 301.7701-3 with effect for each taxable period of its existence. The Series and each Member shall file all tax returns and shall otherwise take all tax and financial reporting positions in a manner consistent with such treatment. No election will be filed with the Internal Revenue Service (or the tax authorities of any State) to have the Series taxable other than as an association taxable as a corporation for income tax purposes.

  • Classification maintains the relevant Classification free of all requirements and recommendations of the relevant Classification Society; and

  • Industry Classification Groups For purposes of this Agreement, the Borrower shall assign each Portfolio Investment to an Industry Classification Group. To the extent that any Portfolio Investment is not correlated with the risks of other Portfolio Investments in an Industry Classification Group, such Portfolio Investment may be assigned by the Borrower to an Industry Classification Group that is more closely correlated to such Portfolio Investment. In the absence of any correlation, the Borrower shall be permitted, upon prior notice to the Administrative Agent and each Lender, to create up to three additional industry classification groups for purposes of this Agreement.

  • Repair and classification Each Borrower shall keep the Ship owned by it in a good and safe condition and state of repair:

  • Reclassification, etc If the Borrower at any time shall, by reclassification or otherwise, change the Common Stock into the same or a different number of securities of any class or classes, this Note, as to the unpaid principal portion thereof and accrued interest thereon, shall thereafter be deemed to evidence the right to purchase an adjusted number of such securities and kind of securities as would have been issuable as the result of such change with respect to the Common Stock immediately prior to such reclassification or other change.

  • Allocation of Net Income and Net Loss Net Income or Net Loss of the Partnership shall be determined as of the end of each calendar year and as of the end of any interim period extending through the day immediately preceding any (i) disproportionate Capital Contribution, (ii) disproportionate distribution, (iii) Transfer of a Partnership Interest in accordance with the terms of this Agreement, or (iv) Withdrawal Event. If a calendar year includes an interim period, the determination of Net Income or Net Loss for the period extending through the last day of the calendar year shall include only that period of less than twelve (12) months occurring from the day immediately following the last day of the latest interim period during the calendar year and extending through the last day of the calendar year. For all purposes, including income tax purposes, Net Income, if any, of the Partnership for each calendar year or interim period shall be allocated among the Partners in proportion to their respective Partnership Percentages for the calendar year or interim period. In the event of a Net Loss for a particular calendar year or interim period, then, for such calendar year or interim period, the Net Loss for such calendar year or interim period shall be allocated among the Partners in proportion to their respective Partnership Percentages for the calendar year or interim period.

  • Accounting Methods; Income Tax Elections Except as disclosed in ---------------------------------------- Company SEC Reports filed before the date of this Agreement, or as required by a Governmental Entity, the Company shall not change its methods of accounting in effect at December 31, 1997, except as required by changes in GAAP as concurred in by the Company's independent auditors. The Company shall not (i) change its fiscal year or (ii) make any material tax election, other than in the ordinary course of business consistent with past practice, without consultation with Parent.

  • Carrybacks (a) The carryback of any loss, credit or other Tax Attribute from any Post-Closing Period shall be in accordance with the provisions of the Code and Treasury Regulations (and any applicable state, local or foreign Laws).

  • Allocation of Nonrecourse Deductions Nonrecourse Deductions shall be allocated to the Members in accordance with their respective Percentage Interests.

  • Regulatory Capitalization Buyer Bank is, and will be upon consummation of the transactions contemplated by this Agreement, “well-capitalized,” as such term is defined in the rules and regulations promulgated by the FDIC. Buyer is, and will be upon consummation of the transactions contemplated by this Agreement, “well-capitalized” as such term is defined in the rules and regulations promulgated by the FRB.

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