Contributing Affiliate definition

Contributing Affiliate means (i) except as set forth in clause (ii), EDO Corporation, a New York corporation and a wholly-owned subsidiary of Seller, which pursuant to the Reorganization Transactions will convert to a Delaware limited liability company (“EDO”) or (ii) for purposes of (A) Section 3.6(c), Section 3.7, Section 3.14, Section 3.18 and Section 3.19, EDO, International Contributing Affiliate and Seller in their capacities, respectively, as Transferor (as defined under each of the Contribution Agreements) and (B) solely with respect to the Assigned Intellectual Property (in the case of Seller) and the Assigned Contract (as defined in the Contracts Contribution Agreement) (in the case of the International Contributing Affiliate), Section 5.1(a) and clauses (v), (viii), (x), (xi) and (xii) of Section 5.1(b), EDO, the International
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Contributing Affiliate means (i) except as set forth in clause (ii), EDO Corporation, a New York corporation and a wholly-owned subsidiary of Seller, which pursuant to the Reorganization Transactions will convert to a Delaware limited liability company (“EDO”) or (ii) for purposes of (A) Section 3.6(c), Section 3.7, Section 3.14, Section 3.18 and Section 3.19, EDO, International Contributing Affiliate and Seller in their capacities, respectively, as Transferor (as defined under each of the Contribution Agreements) and (B) solely with respect to the Assigned Intellectual Property (in the case of Seller) and the Assigned Contract (as defined in the Contracts Contribution Agreement) (in the case of the International Contributing Affiliate), Section 5.1(a) and clauses (v), (viii), (x), (xi) and (xii) of Section 5.1(b), EDO, the International Contributing Affiliate and Seller in their capacities, respectively, as Transferor (as defined under each of the Contribution Agreements).
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Examples of Contributing Affiliate in a sentence

  • Each of the Contributing Affiliate and International Contributing Affiliate is a corporation, duly incorporated or organized, validly existing and in good standing under the Laws of its respective jurisdiction of incorporation, and has the requisite corporate power and authority to carry on the Business as presently conducted and, with respect to the Business, to own, lease and operate its properties.

  • As a principle of stewardship, work expectations which hinder adequate study, or exceed the level of preparation for ministry are a form of abuse.

  • With respect to the Business, the Contributing Affiliate has implemented and maintains policies and internal controls reasonably designed to promote and achieve compliance by the Contributing Affiliate with respect to the Business with all applicable anti-bribery and anticorruption laws.

  • As of the date of this Agreement, the Company, Company Subsidiary and, with respect to the Business, Contributing Affiliate, are covered by insurance in scope and amount customary and reasonable for the Business.

  • All Taxes due in respect of the Company, the Company Subsidiary and, with respect to the Business, the Contributing Affiliate have been paid (whether or not actually shown on such Tax Returns).

  • It is anticipated that the present study will be helpful for designing and instituting future abatement strategies and emissions regulations.

  • The eight classes of membership available to employees and/or retirees are Individual, Contributing, Affiliate, Associate, Retiree/Retiree Life, Life, Sustaining or Adjunct Faculty/Part-time Employee.Each AFC member may select affiliation with the Commission(s) of his/her choice at the time of payment of annual dues.

  • Apogee and each Apogee Contributing Affiliate has the requisite corporate power and authority to execute and deliver this Agreement and each of the Ancillary Documents to which it is a party and to perform its obligations hereunder and thereunder.

  • Since December 31, 2015, (a) except as contemplated by this Agreement, the Company, the Company Subsidiary and, with respect to the Business, the Contributing Affiliate, have conducted their business in all material respects in the ordinary course of business consistent with past practice, and (b) there has not been a Material Adverse Effect.

  • The law defines the responsibilities to create plans, execute, and manage these water-related works.

Related to Contributing Affiliate

  • Contributing Partner means each Partner contributing (or deemed to have contributed on termination and reconstitution of the Partnership pursuant to Section 708 of the Code or otherwise) a Contributed Property.

  • Contributing Party has the meaning assigned to such term in Section 5.02.

  • Contributing Employer means any employer other than a reimbursing employer or rated governmental employer.

  • Contributing Parties has the meaning assigned to such term in the preamble.

  • Contributing Member shall have the meaning set forth in Section 3.2(b).

  • Non-Contributing Member shall have the meaning set forth in Section 3.2(b).

  • Subject Company shall have the meaning set forth in Section 6.10(a).

  • Seller Affiliate means any Affiliate of Seller.

  • Seller Group Member means (a) Seller and its Affiliates, (b) directors, officers and employees of Seller and its Affiliates and (c) the successors and assigns of the foregoing.

  • Affiliated Group means any affiliated group within the meaning of Section 1504(a) of the Code or any similar group defined under a similar provision of state, local or foreign law.

  • Retained Group means the Seller, its subsidiaries and subsidiary undertakings from time to time, any holding company of the Seller and all other subsidiaries or subsidiary undertakings of any such holding company (except members of the Group);

  • Contributed Assets shall have the meaning as set forth in Section 2.2.

  • Transferred Entities means the entities set forth on Schedule 1.9.

  • Participating Affiliate means an Affiliate which has been designated by the Committee in advance of the Purchase Period in question as a corporation whose eligible Permanent Full-Time Employees may participate in the Plan.

  • Defined Contribution Plan A retirement plan which provides for an individual account for each participant and for benefits based solely on the amount contributed to the participant's account, and any income, expenses, gains and losses, and any forfeitures of accounts of other participants which the plan may allocate to such participant's account. The Advisory Committee must treat all defined contribution plans (whether or not terminated) maintained by the Employer as a single plan. Solely for purposes of the limitations of Part 2 of this Article III, the Advisory Committee will treat employee contributions made to a defined benefit plan maintained by the Employer as a separate defined contribution plan. The Advisory Committee also will treat as a defined contribution plan an individual medical account (as defined in Code Section 415(l)(2)) included as part of a defined benefit plan maintained by the Employer and, for taxable years ending after December 31, 1985, a welfare benefit fund under Code Section 419(e) maintained by the Employer to the extent there are post-retirement medical benefits allocated to the separate account of a key employee (as defined in Code Section 419A(d)(3)).

  • Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.

  • Acquired Entities means the Company and the Acquired Subsidiaries.

  • Related Group For Loan Group 1, Group 1 and for Loan Group 2, Group 2.

  • Seller Group means, at any time, the group of companies comprised of Xxxxx Fargo & Company and its subsidiaries at that time.

  • Controlled Group Liability means any and all liabilities (i) under Title IV of ERISA, (ii) under Section 302 of ERISA, (iii) under Sections 412 and 4971 of the Code, and (iv) as a result of a failure to comply with the continuation coverage requirements of Section 601 et seq. of ERISA and Section 4980B of the Code.

  • Group Business Entity means;

  • Controlled Group Member means each trade or business (whether or not incorporated) which together with any Loan Party is treated as a single employer under Sections 4001(a)(14) or 4001(b)(1) of ERISA or Sections 414(b), (c), (m) or (o) of the Code.

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

  • Company Group Member means Company or any Company Affiliate;

  • Contributing Guarantors as defined in Section 7.2.