Americast definition
Examples of Americast in a sentence
Notwithstanding anything herein to the contrary, any action of the Board (or any committee of the Board) may be taken without a meeting if a written consent of at least one Americast Manager and one ▇▇▇▇▇▇ Manager shall approve such action; provided, that prior written notice of such action is provided to all Managers at least one day before such action is taken, or upon such shorter notice as may be approved by all the Managers.
Contemporaneously with the execution of this Agreement and as set forth in the Joint Venture Formation Agreement, each of Americast and ▇▇▇▇▇▇ has made the Capital Contribution and has been issued the number of Units, in each case, in the amounts set forth opposite such Member’s name on the Members’ Schedule as in effect on the Effective Date.
The Members hereby appoint Americast as the “Tax Matters Member” who shall serve as the “tax matters partner” (as such term is defined in Code Section 6231) for the Company.
If Americast ceases to be the Tax Matters Member for any reason, the holders of a majority of the Common Units of the Company shall appoint a new Tax Matters Member.
On the Effective Date, the Company shall Distribute to Americast, cash in an amount equal to $15,000,000, which shall be used to pay down certain existing indebtedness of Americast, and its parent Eagle Corporation, as provided in the Joint Venture Formation Agreement.
Attendance of at least one Americast Manager and one ▇▇▇▇▇▇ Manager shall constitute a quorum for the transaction of business of the Board.