Applicable Ownership Percentage means (i) for each Unencumbered Asset owned by the Borrower or a wholly owned Subsidiary (direct or indirect) of the Borrower, 100% and (ii) for each Unencumbered Asset owned by a Subsidiary of the Borrower that is not wholly owned (directly or indirectly) by the Borrower, the greater of (a) the Borrower’s relative nominal direct and indirect ownership interest (expressed as a percentage) in such Subsidiary or (b) the Borrower’s relative direct and indirect economic interest (calculated as a percentage) in such Subsidiary, in each case determined in accordance with the applicable provisions of the declaration of trust, articles or certificate of incorporation, articles of organization, partnership agreement, joint venture agreement or other applicable organizational document of such Subsidiary Guarantor.
Applicable Ownership Percentage means with respect to each Seller, a percentage equivalent of a fraction, the numerator of which is the number of shares of the Company held by such Seller immediately prior to the Closing (but excluding all Rollover Shares held by such Seller) and the denominator of which is the total number of shares of the Company outstanding immediately prior to the Closing.
Applicable Ownership Percentage means, with respect to a Stockholder, the ratio of the number of Applicable Shares held by the Stockholder to the total of all then issued and outstanding Applicable Shares, expressed as a percentage.
Examples of Applicable Ownership Percentage in a sentence
Notwithstanding anything herein to the contrary, any and all Transfer Taxes imposed as a result of the transactions contemplated by this Agreement shall be borne by Sellers (in proportion to their Applicable Ownership Percentage).
At the Second Closing, Buyer shall pay in immediately available funds by wire transfer the Second Closing Preliminary Purchase Price (in proportion to such Seller’s Applicable Ownership Percentage) to an account or accounts that have been designated by each Seller to Buyer in writing at least two (2) Business Days prior to the Second Closing (such Second Closing Preliminary Purchase Price, as adjusted in accordance with Section 2.4, shall be the “Second Closing Purchase Price”).
The Board shall be responsible for maintaining, at the Corporation’s principal place of business, an up-to-date list of all Stockholders (“Stockholders List”), which shall reflect the name of each Stockholder and the number of shares of Capital Stock, the Percentage Interest and Applicable Ownership Percentage held by that Stockholder.
WorkSafe’s role in the wider health and safety system involves reviewing applications for new substance approvals and providing advice to the Environmental Protection Authority (EPA) to ensure that the risks associated with the use, handling, manufacture and storage of any new substances approved in New Zealand can be managed adequately.
The Company would have an increasing customer base from the development of condominium projects with a selling price of less than 1 million Baht in Bangphun.
More Definitions of Applicable Ownership Percentage
Applicable Ownership Percentage at any time, means the number of shares of Common Stock equal to the product of (a) a fraction, the numerator of which is the Warrant Share Number in effect at such time, and the denominator of which is the aggregate number of shares of Common Stock which are issuable upon exercise of all Credit Agreement Warrants (including without limitation this Warrant) at such time (without regard to any limitations on exercise herein or elsewhere and without regard to whether a sufficient number of shares of Common Stock are authorized and reserved to effect any such exercise and issuance) and (b) a number of shares of Common Stock equal to [•]% of all Common Stock outstanding at such time, on a fully-diluted basis.
Applicable Ownership Percentage means (i) with respect to Con Ed, fifty percent (50%), and (ii) with respect to Crestwood, fifty percent (50%).
Applicable Ownership Percentage means, with respect to a Shareholder, the ratio of the number of Shares held by the Shareholder to the total of all then issued and outstanding Shares, expressed as a percentage.
Applicable Ownership Percentage means (i) for each Unencumbered Asset owned by the Borrower or a wholly owned Subsidiary (direct or indirect) of the Borrower, 100% and (ii) for each Unencumbered Asset owned by a Subsidiary of the Borrower that is not wholly owned (directly or indirectly) by the Borrower, the greater of (a) the Borrower’s relative nominal direct and indirect ownership interest (expressed as a percentage) in such Subsidiary or (b) the Borrower’s relative direct and indirect economic interest (calculated as a percentage) in such Subsidiary, in each case determined in accordance with the applicable provisions of the declaration of trust, articles or certificate of incorporation, articles of organization, partnership agreement, joint venture agreement or other applicable organizational document of such Subsidiary Guarantor. “Approved Franchisor” means, with respect to any Hotel Asset, a nationally recognized hotel brand franchisor that has entered into a written franchise agreement (i) substantially in the form customarily used by such franchisor at such time or (ii) in form and substance reasonably satisfactory to the Administrative Agent. The Administrative Agent confirms that each of the existing franchisors of the Hotel Assets shown on Part IV of Schedule 4.01(p) hereto are satisfactory to the Administrative Agent and shall be considered an Approved Franchisor. “Approved Manager” means a nationally recognized hotel manager (a) with (or controlled by a Person or Persons with) at least ten years of experience in the management of limited service, select service and full service hotels that have been rated “upscale” “upper midscale” or “midscale” or better by Xxxxx Travel Research and (b) that is engaged pursuant to a written management agreement (i) in form and substance reasonably satisfactory to the Administrative Agent or (ii) substantially similar, in form and substance, to the management agreements entered into by the Loan Parties in effect as of the Closing Date. The Administrative Agent confirms that as of the Closing Date the existing managers of the Hotel Assets shown on Schedule III hereto are satisfactory to the Administrative Agent and are deemed Approved Managers. For purposes of this definition, the term “control” (including the term “controlled by”) of a Person means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of Voting Interests, by contract or ...
Applicable Ownership Percentage means 100%.
Applicable Ownership Percentage means (i) with respect to Con Ed, fifty percent (50%), and (ii) with respect to Crestwood, fifty percent(50%).
Applicable Ownership Percentage means the total number of shares of Common Stock owned by Allianz and its affiliates as of the end of the calendar year with respect to which the Additional Purchase Notice is given (the "Subject Calendar Year"), divided by the Subject Year Adjusted Shares (as hereinafter defined). The term "Subject Year Adjusted Shares" shall mean the number of shares of Common Stock actually issued and outstanding (without regard to options, warrants, convertible securities or other rights to acquire shares of Common Stock) as of the end of the Subject Calendar Year less the number of shares of Common Stock actually issued during the Subject Calendar Year to parties other than Allianz, excluding shares of Common Stock issued during the Subject Calendar Year in an offering to which Section 9.2 applies. The term "Net Outstanding Share Increase" shall mean the number of shares of Common Stock actually issued during the Subject Calendar Year, less (a) the number of shares of Common Stock repurchased by the Company during the Subject Calendar Year, (b) the number of shares of Common Stock acquired by Allianz during the Subject Calendar Year pursuant to Sections 1, 2, 9.2 or 11.2(a)(ii) or (iii) hereof or issued to Allianz or its affiliates upon conversion of Convertible Debentures during the Calendar Year, and (c) the number of shares of Common Stock issued under public offerings to which Section 9.2 applied during the Subject Calendar Year with respect to which the Additional Purchase Notice is given.