Distribution Requirement definition

Distribution Requirement means the requirement that each Seller (except if and to the extent (x) Buyer elects, in accordance with this Agreement, that the transactions set forth in this Agreement with respect to such Seller shall not be treated as a Tax Reorganization, or (y) if requested by such Seller, Designated Tax Advisor is unable to deliver a Tax Opinion that the transactions set forth in this Agreement with respect to such Seller may be treated as a Tax Reorganization) (i) shall distribute the Securities Consideration received by it to Persons qualifying as holders of “securities” of such Seller for purposes of section 354 of the Code, (ii) shall distribute all of the cash received pursuant to Section 3.1(a), as well as all of its other property pursuant to the Bankruptcy Plan, (iii) shall dissolve no later than the end of the third taxable year ending after the Closing Date, and (iv) during the period between the Closing Date and its dissolution, shall limit its activities to those which are merely for the purpose of liquidating its assets (which may include maintaining a going operation for the preservation of value, pending distribution or sale), winding up its affairs, resolving and paying its debts, and distributing any remaining assets (which may include a distribution to a non-corporate liquidating vehicle).
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Distribution Requirement shall have the meaning set forth in Section 8(i).
Sample 1

Examples of Distribution Requirement in a sentence

  • As a result, the Fund will meet its Distribution Requirement and will not be subject to an entity-level tax with respect to such gains for the taxable year ending on the Closing Date.

  • These courses will be designated with a “D.” A course selected to fulfill the Global or Domestic Cultural Diversity requirement may also be used to satisfy a Distribution Requirement.

  • Students are encouraged to take one course towards the Distribution Requirement (above) in First YearSecond Year:4.

  • Fund will have enough earnings and profits to distribute all such capital gain (or, if reduced by current-year losses occurring prior to the distribution of the New Fund Units, any net gains as are required to be distributed in order to meet the Distribution Requirement and to eliminate any tax on such gains at the Fund level) in a distribution that qualifies for dividends-paid deduction pursuant to section 562(b)(1)(B) of the Code.

  • Ph.D. Distribution Requirement: Students are required to complete at least seven courses from the following areas distributed as below.

  • Courses may be used to satisfy only one Distribution Requirement.

  • Has met the entire Communication Skills, Quantitative Skills or Distribution Requirement of a transfer degree, according to the sending institution’s degree criteria* The receiving institution will accept an entire Diversity Requirement for a transfer degree as being met if that student has met the entire Diversity Requirement of a transfer degree, according to the sending institution’s degree criteria.

  • Earnings and Profits Distribution Requirement A REIT is not permitted to have accumulated earnings and profits attributable to non-REIT years.

  • In all these instances, the sending institution’s requirements govern for that particular Communication Skills, Quantitative Skills or Distribution Requirement component.

  • See the section on "The Distribution Requirement" in this handbook for a list of permissible courses offered by each area.

Related to Distribution Requirement

  • Certification Requirements means those requirements specified or referenced in this Agreement that you must meet in order to use and maintain the Certification Designation and use the Logo in accordance with the terms of this Agreement.

  • Qualification Requirements means the qualification requirements as set forth in Section-2, Clause 2.1 of RFQ;

  • Risk Retention Requirements means the credit risk retention requirements of Section 15G of the Exchange Act (15 U.S.C. §78o-11), as added by Section 941 of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act.

  • Storage Injection Requirements means all volumes required by the Seller for injection into underground storage, including cushion gas, and for liquification, including fuel used for injection and in liquification plants, or for such other storage projects that may be developed expressly for the protection of supply to high priority users.

  • Minimum Participation Requirements means a set of minimum training, risk management, communication and capital or collateral requirements required for Participants in the PJM Markets, as set forth herein and in the Form of Annual Certification set forth as Tariff, Attachment Q, Appendix 1. Participants transacting in FTRs in certain circumstances will be required to demonstrate additional risk management procedures and controls as further set forth in the Annual Certification found in Tariff, Attachment Q, Appendix 1.

  • Data Protection Requirements means all applicable (i) Data Protection Laws, (ii) Privacy Policies and (iii) those terms of any Contracts imposing obligations on the Company or its Subsidiaries with respect to the Company’s collection, use, storage, disclosure, or cross-border transfer of Personal Data.

  • Bid Submission Requirement means a task a Prospective Contractor must complete when submitting a bid response. These requirements will be distinguished by using the term “shall” or “must” in the requirement.

  • Margin Requirement means the amount of money that you are required to deposit with us as consideration for entering into a Trade and maintaining an Open Position.

  • Design requirements means the written description of the infrastructure facility to be procured pursuant to this article, including:

  • Perfection Requirements means the making or procuring of filings, stampings, registrations, notarisations, endorsements, translations and/or notifications of any Finance Document (and/or any Security created under it) necessary for the validity, enforceability (as against the relevant Obligor or any relevant third party) and/or perfection of that Finance Document.

  • Reporting Requirement By January 31, 2017, the District will provide for OCR’s review and approval the Web Accessibility Policy drafted consistent with Item 1.

  • Medicaid Notification of Termination Requirements Any Contractor accessing payments for services under the Global Commitment to Health Waiver and Medicaid programs who terminates their practice will follow the Department of Vermont Health Access, Managed Care Organization enrollee notification requirements.

  • Distribution Compliance Period with respect to any Note, means the period of 40 consecutive days beginning on and including the later of (a) the day on which such Note is first offered to persons other than distributors (as defined in Regulation S) in reliance on Regulation S, notice of which day shall be promptly given by the Company to the Trustee, and (b) the date of issuance with respect to such Note or any predecessor of such Note.

  • Eligibility Requirement means all eligibility requirements and other qualification requirements for a person to act in the applicable Corporate Trust Capacity under any Appointment as set forth in the related Corporate Trust Contract, including any required authorizations or licenses from the Federal National Mortgage Association, the Federal Home Loan Mortgage Corporation, the Government National Mortgage Association, the Federal Housing Administration, the Federal Home Loan Bank or the Department of Veterans Affairs.

  • FILOT Act Minimum Investment Requirement means, with respect to the Project, an investment of at least $2,500,000 by the Company, or of at least $5,000,000 by the Company and any Sponsor Affiliates in the aggregate, in Economic Development Property.

  • Day-ahead Scheduling Reserves Requirement means the sum of Base Day-ahead Scheduling Reserves Requirement and Additional Day-ahead Scheduling Reserves Requirement.

  • Information Request means a request for any Information under the FOI Legislation.

  • Reporting Requirements As defined in Section 11.15.

  • Liquidity Requirement shall have the meaning as set forth in Section 2.12(b).

  • Base Day-ahead Scheduling Reserves Requirement means the thirty-minute reserve requirement for the PJM Region established consistent with the Applicable Standards, plus any additional thirty-minute reserves scheduled in response to an RTO-wide Hot or Cold Weather Alert or other reasons for conservative operations. Base Load Generation Resource

  • Highest Required Investment Category (i) With respect to ratings assigned by Moody’s, “Aa2” or “P-1” for one month instruments, “Aa2” and “P-1” for three month instruments, “Aa3” and “P-1” for six month instruments and “Aa2” and “P-1” for instruments with a term in excess of six months, (ii) with respect to rating assigned by S&P, “A-1” for short-term instruments and “A” for long-term instruments, and (iii) with respect to rating assigned by Fitch (if such investment is rated by Fitch), “F-1+” for short-term instruments and “AAA” for long-term instruments.

  • Contract Minimum Investment Requirement means, with respect to the Project, investment by the Company and any Sponsor Affiliates of at least $10,000,000 in Economic Development Property subject (non-exempt) to ad valorem taxation (in the absence of this Fee Agreement).

  • Acceleration Request means a request pursuant to Operating Agreement, Schedule 1, section 1.9.4A, and the parallel provisions of Tariff, Attachment K-Appendix, section 1.9.4A, to accelerate or reschedule a transmission outage scheduled pursuant to Operating Agreement, Schedule 1, section 1.9.2 or Operating Agreement, Schedule 1, section 1.9.4, and the parallel provisions of Tariff, Attachment K-Appendix, section 1.9.2 or Tariff, Attachment K-Appendix, section 1.9.4.

  • Transaction Request Defined in Section 3.01(a).

  • Distribution Conditions means, with respect to any Restricted Payment or Restricted Junior Debt Prepayment, the following:

  • Listing Requirements means the Main Market Listing Requirements of Bursa Securities.