Actual Ownership definition

Actual Ownership means ownership of Shares by a Person who would own such Shares either directly as the record owner or indirectly through a nominee, custodial or similar arrangement; provided that such Person shall be treated as the Actual Owner of such shares only if such Person would be required (ignoring for this purpose any special tax status of such Person, e.g., as a tax-exempt organization) to include in gross income for U.S. federal income tax purposes the distributions received with respect to such shares. In any case, Actual Ownership shall be determined without taking into account any attribution rules or constructive ownership rules under the Code. The terms “Actual Owner,” “Actually Owns,” and “Actually Owned” shall have correlative meanings.
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Actual Ownership means ownership of Shares by a Person who would own such Shares either directly as the record owner or indirectly through a nominee, custodial or similar arrangement; provided that such Person shall be treated as the Actual Owner of such shares only if such Person would be required (ignoring for this purpose any special tax status of such Person, e.g., as a tax-exempt organization) to include in gross income for U.S. federal
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Actual Ownership. (and the related term “Actually Own”) shall mean as of any date of determination, an amount equal to the sum of (a) the number of Company Common Shares (or other Voting Securities) issued and outstanding and actually owned by Xx. Xxxxxx and his Affiliates as of such date (excluding shares of Company Common Stock that Xx. Xxxxxx and his Affiliates could exchange pursuant to clause (c)), plus (b) the number of shares of Company Class B Stock owned by any third party that has acquired shares of Company Class B Stock pursuant to the exercise of the Purchase/Exchange Right in accordance with Section 5.02(d) of the Governance Agreement, plus (c) the number of shares of Company Class B Stock Xx. Xxxxxx and his Affiliates would actually own if Xx. Xxxxxx exercised (directly or with an Affiliate) the Purchase/Exchange Right pursuant to Section 5.02(c)(ii) of the Governance Agreement utilizing the shares of Company Common Stock issued and outstanding and actually owned by Xx. Xxxxxx and his Affiliates as of such date; provided, that, notwithstanding anything to the contrary in this Section 1.1, for the avoidance of doubt, Actual Ownership shall not include Company Common Shares (or other equity securities of the Company) which are deemed Beneficially Owned by Xx. Xxxxxx solely by virtue of voting power granted to Xx. Xxxxxx pursuant to a proxy granted by Liberty.
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Examples of Actual Ownership in a sentence

  • The take all comers rule versus restrictive covenants5 - 2021 Employment Law Changes7 - Actual Ownership vs.


More Definitions of Actual Ownership

Actual Ownership means ownership of Shares by a Person who would own such Shares either directly as the record owner or indirectly through a nominee, custodial or similar arrangement; provided, that such Person shall be treated as the Actual Owner of such Shares only if such Person would be required (ignoring for this purpose any special tax status of such Person, e.g., as a tax-exempt organization) to include in gross income for U.S. federal income tax purposes the distributions received with respect to such Shares. In any case, Actual Ownership shall be determined without taking into account any attribution rules or constructive ownership rules under the Code. The terms “Actual Owner,” “Actually Owns” and “Actually Owned” shall have correlative meanings.
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Actual Ownership means direct ownership and control but does not include ownership by or through affiliated persons.
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Actual Ownership means a fraction (x) the numerator of which is the difference equal to the Deliverable Common Stock Amount minus the number of shares of Common Stock to be repurchased by the Corporation pursuant to, as applicable, Section 6(E)(4) or 6(E)(7) and (y) the denominator of which is the total outstanding shares of Common Stock immediately after the applicable repurchase (taking into account any Actual Repurchase and Planned Repurchase).
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Actual Ownership means the actual and direct ownership of Shares by a Person, and does not take into account indirect ownership, Constructive Ownership or Beneficial Ownership, or any form of beneficial, constructive, or attributed ownership. The terms “Actual Owners,” “Actually Owns,” “Actually Owning,” and “Actually Owned” shall have the correlative meanings.
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Actual Ownership. Actually Owning" and "Actually Own" shall have the correlative meanings.
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Related to Actual Ownership

  • Actual/360 means that interest is calculated on the basis of the actual number of days elapsed in a year of 360 days.

  • Contractual Obligation means, as to any Person, any provision of any security issued by such Person or of any agreement, instrument or other undertaking to which such Person is a party or by which it or any of its property is bound.

  • Actual Uptime means, of the Total Operation Hours, the aggregate number of hours in any month during which each equipment is actually available for use.

  • Equity Ownership means the percentage ownership and control, exercised by individuals within an enterprise.

  • Actual weight means the actual unladen weight of a vehicle or combination of

  • Beneficial Ownership shall have the meanings set forth in Rule 13d-3 promulgated under the Exchange Act (as defined below) as in effect on the date hereof.

  • Pre-Contractual Statement means a draft agreement, undertaking, representation, warranty, promise, assurance or arrangement of any nature whatsoever, whether or not in writing, relating to this Agreement made or given by a Party to this Agreement or any other person at any time prior to the date of this Agreement.

  • Actual Fraud means actual and intentional fraud with respect to the representations and warranties expressly set forth in this Agreement that is committed by the party making such representations or warranties.

  • Material Group Company means the Issuer or a Subsidiary representing more than 5.00 per cent. of either (i) the total assets of the Group on a consolidated basis (for the avoidance of doubt, excluding any intra-group transactions) or (ii) the net profit of the Group on a consolidated basis according to the latest Financial Report.

  • Common ownership means the same or substantially similar persons or entities that maintain a

  • Subject Entity means any Person, Persons or Group or any Affiliate or associate of any such Person, Persons or Group.

  • Group Company means any one of them;

  • Contractual Service means the rendering by a contractor of its time and effort rather than the furnishing of specific commodities. The term applies only to those services rendered by individuals and firms who are independent contractors. Contractual Services do not include auditing services, Maintenance Services, or Professional Services as defined in Section 287.055(2)(a) of the Florida Statutes, and these Rules. Contractual Services also do not include any contract for the furnishing of labor or materials for the construction, renovation, repair, modification, or demolition of any facility, building, portion of building, utility, park, parking lot, or structure or other improvement to real property entered into pursuant to Chapter 255 of the Florida Statutes, and Rules 3.5 or 3.6.

  • Material Owned Real Property means any Mine or other real property, in each case, owned or acquired in fee by any Loan Party having a fair market value in excess of $1,000,000.

  • Ownership means, for purposes of this definition, control of more than a 50% interest in an entity.

  • Beneficial Ownership Regulation means 31 C.F.R. § 1010.230.

  • Actual miles means the actual distance a vehicle has traveled while in operation.

  • Roll-Up Entity means a partnership, real estate investment trust, corporation, trust or similar entity that would be created or would survive after the successful completion of a proposed Roll-Up Transaction.