GP Group definition

GP Group means GP, the GP Subsidiaries and the corporations, partnerships, joint ventures, investments and other entities that represent equity investments of GP or any of the GP Subsidiaries following consummation of the Corporate Restructuring Transactions and the Distribution.

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GP Group means Great Point Investments Limited, Great Point Media Limited and any Associate thereof from time to time;

GP Group means, two or more Persons who agree to act together, through partnership, limited partnership, syndicate or other group or arrangement, which partnership, limited partnership, syndicate or other group or arrangement acquires, holds, votes or disposes of securities of Altera Infrastructure GP L.L.C. or Altera Infrastructure L.P., as applicable. “Controlled Investment Affiliate” means with respect to Brookfield, any investment fund, co-investment vehicle and/or similar investment vehicle or managed account that (i) is organized by Brookfield. or any person that controls, is controlled by or is under common control with Brookfield for the purpose of making equity or debt investments in one or more companies and (b) is controlled by or is under common control with Brookfield. For the purposes hereof, “control”, “controlled” or “controlling” shall mean possession of the power to direct or cause the direction of, the management, policies and day-to-day operations of a person, whether by contract or voting of securities; and (ii) in relation to the Borrower, where Altera Infrastructure Partners L.P. ceases to own, directly or indirectly, a minimum of fifty point one per cent (50.1%) of the voting rights in the Borrower; or (iii) any “change of control” or equivalent term as defined under any other funded Financial Indebtedness of the Borrower (or other funded Financial Indebtedness which the Borrower guarantees) occurs, in each case, where such funded Financial Indebtedness has a principal amount in excess of $25,000,000 (or the equivalent thereof in any other currency); in each case, unless the Borrower has requested the prior written consent of the Administrative Agent (acting on the instructions of the Lenders) to a change of control and the Administrative Agent (acting on the instructions of the Lenders) has consented to such request. “Code” means the Internal Revenue Code of 1986, as amended. “Commitment” means with respect to each Lender, the commitment of such Lender to make Revolving Loans pursuant to Section 2.01, expressed as an amount representing the maximum aggregate permitted amount of the Available Facility Amount hereunder, as such commitment may be reduced from time to time subject to the terms and conditions contained herein. The amount of each Lender’s Commitment is set forth on Schedule 2.01(a). The aggregate amount of the Lenders’ Commitment on the Effective Date is USD 70,000,000.

Examples of GP Group in a sentence

• The option grant under this Plan will be made in G-P Group Stock as constituted on the Grant Date for this option grant.

• The following chart specifies the percentage of the Target Grant that will be awarded depending upon the actual TSR percentile rating achieved by G-P Group during the Performance Period: ACHIEVED TSR AWARD AS PERCENTILE PERCENTAGE OF TARGET GRANT Less than 30th 0% 30th 50% 40th 70% 50th 90% 60th 114% 70th 138% 80th 160% 90th 180% 100th 200% The percentage of the Target Grant awarded for achieved TSR percentiles which lie between the data points specified in the chart will be determined by interpolation.

• In the event that the portion of the Non-Income Tax attributable to a particular Group's Business cannot be determined for a Non-Income Tax Return that is a Joint Return, then the Tax shall be allocated to the GP Group.

• NPDC shall cause all of its directors and all employees of the NPDC Group to resign, effective as of the close of business on the Distribution Date, from all boards of directors or similar governing bodies of each member of the GP Group on which they serve, and from all positions as officers or employees of any member of the GP Group, except as otherwise set forth in the NPDC Information Statement or mutually agreed to in writing on or prior to the Distribution Date by NPDC and GP.

• Any indemnity payment required to be made pursuant to this section shall be net of any amount which the GP Group is entitled to receive from the NPDC Group pursuant to this Agreement.

• Except as set forth in Sections 2.4(b) and Section 2.5 hereof, Tax credits will be allocated to each of the NPDC Group and the GP Group contributing to the credit on a pro rata basis in an amount equal to such Group's contribution to each consolidated Tax credit determined to be available to the GP Affiliated Group for each taxable period, except to the extent that the Code or Regulations require a different allocation.

• Any Tax credit allocated to the NPDC Group or the GP Group under Section 2.4 or 2.5 hereof shall be taken into account in determining the amount of any payment to be made by the NPDC Group or the GP Group, as the case may be, under Section 2 or Section 3 hereof.

• Any Tax sharing payment, Refund, indemnity, reimbursement or other payment required to be made to or by the GP Group pursuant to this Agreement shall be made to or by GP as agent for the GP Group.

• From and after the Effective Date, a member of the NPDC Group shall indemnify and hold harmless each GP Indemnitee from and against (a) any Taxes with respect to a Pre-Distribution Taxable Period which such member of the NPDC Group is required to pay to a Governmental Authority or in respect of which the NPDC Group is required to make a payment to the GP Group; and (b) any Losses incurred by any GP Indemnitee by reason of a breach by any member of the NPDC Group of its obligations or covenants hereunder.

• This Agreement is intended to calculate and allocate certain federal, state, local and foreign Tax liabilities of the members of the GP Affiliated Group, the GP Group, and the NPDC Group, and any situation or circumstance concerning such calculation and allocation that is not specifically contemplated hereby or provided for herein shall be dealt with in a manner consistent with the underlying principles of calculation and allocation in this Agreement.