Authorized Transferee definition

Authorized Transferee means a Qualified Trust of Xxxxx X. Xxxxxx or of any member of a Family Group that (a) would be a Permitted Transferee of the Partner engaging in a Transfer of Partnership Interests under the Certificate of Incorporation of each Company in which the Partnership owns Class B Shares, if such Partner were Transferring Class B Shares instead of Partnership Interests; (b) is eligible to be a Partner of the Partnership without causing any Class B Shares then held by the Partnership to be converted into Class A Shares pursuant to the applicable Certificate of Incorporation; and (c) is a Participating Stockholder of each Company whose Class B Shares are owned by the Partnership, but only if such Qualified Trust (i) is a Partner immediately prior to the Transfer of Partnership Interests to such Qualified Trust or (ii) prior to or simultaneously with such Transfer, executes and delivers to the Partnership a counterpart of this Agreement, executed by the trustee of such Qualified Trust, agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Qualified Trust in accordance with the terms of this Agreement, such counterpart to be substantially in the form of Exhibit 1 hereto. In particular, a Qualified Trust may not necessarily qualify under clauses (a) and (b) above. Therefore, care must be given to ensure that, for purposes of determining whether a Qualified Trust is an Authorized Transferee, such Qualified Trust qualifies under clauses (a) and (b) above. In addition, an “Authorized Transferee” of a General Partnership Interest also includes a “Qualified Entity” (defined in Section 1.18 below).
Authorized Transferee means the permissible recipient, as authorized by this Plan and the Committee, of an NSO that is transferred during the Participant’s lifetime by the Participant by gift or domestic relations order. For purposes of this definition a “permissible recipient” is: (i) a child, stepchild, grandchild, parent, stepparent, grandparent, spouse, former spouse, sibling, niece, nephew, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law or sister-in-law of the Participant, including any such person with such relationship to the Participant by adoption; (ii) any person (other than a tenant or employee) sharing the Participant’s household; (iii) a trust in which the persons in (i) or (ii) have more than fifty percent of the beneficial interest; (iv) a foundation in which the persons in (i) or (ii) or the Participant control the management of assets; or (v) any other entity in which the person in (i) or (ii) or the Participant own more than fifty percent of the voting interest.
Authorized Transferee with respect to a Shareholder means the Family Group of such Shareholder, the Original Shareholder of such Family Group, and any Family Member of such Family Group who (a) is a Permitted Transferee, (b) is a "Participating Stockholder" under Section 1.12 of the NACCO Stockholders Agreement, and (c) has executed and delivered to the Company a counterpart of this Agreement agreeing to be subject to the restrictions and obligations of a Shareholder hereunder and to hold all Shares then owned or later acquired by such Family Member in accordance with the terms of this Agreement.

Examples of Authorized Transferee in a sentence

  • In no event shall any Selling Partner Transfer, or attempt to Transfer, any Waived Partnership Interests to a Person who is not an Authorized Transferee of the Selling Partner.

  • Within twenty-five (25) days after the Starting Date, each member of the Family Group of the Selling Partner who is an Authorized Transferee of the Selling Partner shall notify the Partnership of how many, if any, of the Offered Interests it elects to purchase.

  • Within ten (10) days after the Starting Date, the Partnership shall notify each member of the Family Group of the Selling Partner who is an Authorized Transferee of the Selling Partner of (i) the Starting Date; (ii) the number of Offered Interests; and (iii) the Purchase Price of the Offered Interests.

  • In order to purchase Repurchase Interests pursuant to the Repurchase Obligation, such Family Group member or Family Holder must be an Authorized Transferee of the Former Partner.

  • No Partner shall Transfer or attempt to Transfer any of the Partnership Interests now owned or hereafter acquired by such Partner except to an Authorized Transferee of such Partner in accordance with this Agreement.


More Definitions of Authorized Transferee

Authorized Transferee means any Initial Limited Partner and any Family Member who is a Partner or who, prior to or simultaneously with such Transfer, executes and delivers to the Partnership a counterpart of this Agreement agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Person in accordance with the terms of this Agreement.
Authorized Transferee means a relative or spouse of a Stockholder, or a relative of such Stockholder's spouse if such relative shares a home with the Stockholder.
Authorized Transferee means the permissible recipient, as authorized by this Plan and the Committee, of an Award that is transferred during the Participant’s lifetime by the Participant by gift or domestic relations order.
Authorized Transferee means (i) any shareholder of one or more of the corporate entities, if any, of which Xxxxxxxx is comprised, (ii) any immediate family member of such a shareholder, (iii) any of Raphael, Eric, Xxxxxx or Xxxxxxx Xxxxxxxx or an immediate family member thereof, or (iv) any corporation, trust or other entity wholly owned by any or all of Raphael, Eric, Xxxxxx or Xxxxxxx Xxxxxxxx. For purposes of the preceding sentence, the "immediate family" of an individual shall include and be limited to such individual's parents, siblings, spouse, children, grandchildren and great grandchildren. Notwithstanding the foregoing provisions of this Section 6.1(a)(iv), no person (including, without limitation, an Authorized Transferee) shall be admitted to the Partnership without the prior written consent of the General Partner, the granting or denial of which shall be in the General Partner's sole discretion.
Authorized Transferee with respect to a Shareholder means the Family Group of such Shareholder, the Original Shareholder of such Family Group, and any Family Member of such Family Group who (i) is a Permitted Transferee, and (ii) is a "Participating Stockholder" under Section 1.12 of the NACCO Stockholders Agreement.
Authorized Transferee. As defined in the definition of Authorized Transfer.
Authorized Transferee. With regards to WilliFood , a corporation controlled by WilliFood or by the one controlling WilliFood, or a corporation or individual who controls WilliFood. With regards to the Barons - Each of the Baron individuals, or a corporation controlled by them.