Group affiliate definition

Group affiliate means an affiliate of the reporting institution meeting the following condition: the institution and the affiliate are accounted for on a full basis in the consolidated financial statements of the holding company of the group of companies to which they belong, for the purposes of and in compliance with –
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Group affiliate with respect to Seller shall mean Parent and any Affiliate of Parent controlled by Parent.
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Group affiliate means any Person (other than the Company or a Subsidiary) which controls, is controlled by or is under common control with the Company. As used herein, the term control means possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of a Person, whether through the ownership of voting securities, by contract or otherwise. Guarantee by any Person means any obligation, contingent or otherwise, of such Person directly or indirectly guaranteeing any Debt of any other Person and, without limiting the generality of the foregoing, any obligation, direct or indirect, contingent or otherwise, of such Person (i) to purchase or pay (or advance or supply funds for the purchase or payment of) such Debt (whether arising by virtue of partnership arrangements, by agreement to keep-well, to purchase assets, goods, securities or services, to take-or-pay, or to maintain financial statement conditions or otherwise) or (ii) entered into for the purpose of assuring in any other manner the obligee of such Debt of the payment thereof or to protect such obligee against loss in respect thereof (in whole or in part), provided that the term Guarantee shall not include endorsements for collection or deposit in the ordinary course of business. The term “Guarantee” used as a verb has a corresponding meaning.
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Examples of Group affiliate in a sentence

  • Reportable Funds include all registered funds advised or sub-advised by MassMutual or any other MassMutual Financial Group Affiliate.

  • There is no contract, agreement, plan or arrangement to which the Company or any Controlled Group Affiliate is a party or by which it is bound to compensate any Employee for excise taxes paid pursuant to Section 4999 of the Code.

  • Accordingly, the Executive hereby agrees that, as a material and essential condition of his employment by the Company and in consideration of this Agreement and the compensation and other benefits provided for herein, he is subject to and encumbered by the restrictive covenants set forth in this Section 6 and that the Company shall have the right, on behalf of itself or any other Group Affiliate, to enforce these restrictive covenants.

  • The Executive and the Company further acknowledge that the business knowledge and relationships of the Executive acquired during his employment with the Company and assignments with any Group Affiliate is a critical asset of the Company and/or to the respective Group Affiliate.

  • Any trade or business (other than an Employer), whether or not incorporated, which at the time of reference controls, is controlled by, or is under common control with an Employer within the meaning of section 414(b) or 414(c) of the Code and, for purposes of Article XIV, section 415(h) of the Code (a "Controlled Group Affiliate").

  • Neither the Company nor any Controlled Group Affiliate has a Contract, plan or commitment, whether legally binding or not, to create any additional Company Benefit Plan or to modify any existing Company Benefit Plan that would reasonably be expected to result in material liability to the Company and its Controlled Group Affiliates, taken as a whole.

  • Neither the Company nor any Controlled Group Affiliate is currently obligated to provide an Employee with any compensation or benefits pursuant to an agreement (e.g., an acquisition agreement) with a former employer of such Employee.

  • The Executive expressly agrees that the reference to the Company in this Section 5 shall mean the Company and/or the respective Group Affiliate and/or any of the entities or businesses thereof and that the restrictive covenants and other provisions to which he is subject pursuant to this Section 5 shall accrue to the benefit of and apply in favor of the Company and/or such respective Group Affiliate or any one of them.

  • No payment or benefit which will or may be made by the Company or any Controlled Group Affiliate with respect to any Employee or any other “disqualified individual” (as defined in Code Section 280G and the regulations thereunder) will be characterized as a “parachute payment,” within the meaning of Section 280G(b)(2) of the Code.

  • As used in this Agreement, “International Employee Plan” shall mean each Company Employee Plan that has been adopted or maintained by the Company or any Controlled Group Affiliate, whether informally or formally, or with respect to which the Company or any Controlled Group Affiliate will or may have any liability, for the benefit of Employees who perform services outside the United States.


More Definitions of Group affiliate

Group affiliate means, with respect to any Person, any other Person which directly or indirectly controls, is controlled by, or is under common control with, the first Person, provided that, with respect to OCD, for so long as OCD is controlled by OCD Bermuda or one or more Subsidiaries of OCD Bermuda, “Group Affiliate” shall only mean OCD Bermuda and its Subsidiaries (including future Subsidiaries) (and for the purposes of this definition, a Person shall be regarded as in control of another Person if it owns, or directly or indirectly controls, at least 50 per cent of the voting stock or other ownership interest of the other Person, or if it directly or indirectly possesses the power to direct or cause the direction of the management and policies of the other Person by any means whatsoever);
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Group affiliate means, with respect to any Person, any other Person which directly or indirectly controls, is controlled by, or is under common control with, the first Person, provided that, with respect to OCD, for so long as OCD is controlled by OCD Bermuda or one or more Subsidiaries of OCD Bermuda, "Group Affiliate" shall only mean OCD Bermuda and its Subsidiaries (including future Subsidiaries) (and for the purposes of this definition, a Person shall be regarded as in control of another Person if it owns, or directly or indirectly controls, at least 50 per cent of the voting stock or other ownership interest of the other Person, or if it directly or indirectly possesses the power to direct or cause the direction of the management and policies of the other Person by any means whatsoever);
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Group affiliate means, when used with reference to SCL, any person who directly or indirectly, through one or more intermediaries, is controlled by the SNA-Group, when used with reference to WPSC, any person who directly or indirectly, through one or more intermediaries, is controlled by WPC, and when used with reference to a person who is not a Group Affiliate of SCL or WPSC, any person who directly or indirectly, through one or more intermediaries, is controlled by the ultimate parent company of such person. For the purposes of this definition, “control” (including, with correlative meanings, the terms “controlling,” “controlled by” and “under common control with”) means the possession of the power to direct or cause the direction of management and policies of such person, whether through the ownership of voting securities, by contract or otherwise, or the ownership, directly or indirectly, of at least 80% of the voting securities of such person.
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Related to Group affiliate

  • BHC Affiliate has the meaning assigned to the term “affiliate” in, and shall be interpreted in accordance with, 12 U.S.C. §1841(k).

  • Controlled Affiliate means any corporation, limited liability company, partnership, joint venture, trust or other entity or enterprise, whether or not for profit, that is directly or indirectly controlled by the Company. For purposes of this definition, “control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of an entity or enterprise, whether through the ownership of voting securities, through other voting rights, by contract or otherwise; provided that direct or indirect beneficial ownership of capital stock or other interests in an entity or enterprise entitling the holder to cast 15% or more of the total number of votes generally entitled to be cast in the election of directors (or persons performing comparable functions) of such entity or enterprise shall be deemed to constitute control for purposes of this definition.

  • Non-Affiliate means, for any specified Person, any other Person that is not an Affiliate of the specified Person.

  • Excluded Affiliate means any Affiliate of any Agent that is engaged as a principal primarily in private equity, mezzanine financing or venture capital.

  • Group Business Entity means;

  • Affiliate of any specified Person means any other Person directly or indirectly controlling or controlled by or under direct or indirect common control with such specified Person. For the purposes of this definition, “control” when used with respect to any specified Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and the terms “controlling” and “controlled” have meanings correlative to the foregoing.

  • Plan Affiliate means any other Person with whom the First Person constitutes or has constituted all or part of a controlled group, or which would be treated or have been treated with the First Person as under common control or whose employees would be or have been treated as employed by the First Person, under Section 414 of the Code or Section 4001(b) of ERISA and any regulations, administrative rulings and case law interpreting the foregoing.

  • U.S. Affiliate means an Agent’s duly registered broker-deal affiliate in the United States;

  • Controlled Affiliates means with respect to any Person, any other Person that directly or indirectly through one or more intermediaries is Controlled by such Person.

  • Downstream Affiliate means an entity whose outstanding Voting Shares were, at the date of issuance of the Qualifying Guarantee, more than 50 per cent. owned, directly or indirectly, by the Reference Entity.

  • Affiliated business entity relationship means a relationship, other than a parent- subsidiary relationship, that exists when

  • Group Entity means any of the Company and Subsidiaries of the Company.

  • Controlling Affiliate means an Affiliate that directly or indirectly Controls the Hotel and/or Controls the entity that Controls the Hotel.

  • Controlled Company means a company having not more than fifty members and controlled, in the manner described by section 139, by not more than five persons;

  • Designated Affiliate means the affiliates of the Corporation designated by the Committee for purposes of the Plan from time to time;

  • Controlled Subsidiary means any Subsidiary of the Company, 50% or more of the outstanding equity interests of which are owned by the Company and its direct or indirect Subsidiaries and of which the Company possesses, directly or indirectly, the power to direct or cause the direction of the management or policies, whether through the ownership of voting equity interests, by agreement or otherwise.

  • affiliated person promoter" and "principal underwriter" as used in the preceding sentence shall have the meanings assigned to each such term in the Investment Company Act of 1940, as amended.

  • 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.

  • BHC Act Affiliate of a party means an “affiliate” (as such term is defined under, and interpreted in accordance with, 12 U.S.C. 1841(k)) of such party.

  • 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.

  • Control Affiliate of a Person means (a) any other Person directly or indirectly owning, controlling, or holding with power to vote, greater than 50% of the outstanding voting securities of such Person, (b) any other Person greater than 50% of whose outstanding voting securities are directly or indirectly owned, controlled, or held with power to vote, by such Person, or (c) any Person directly or indirectly controlling, controlled by, or under common control with, such other Person. For purposes of this defined term, “control” means the power to exercise a controlling influence over the management or policies of a company, and “controlling” and “controlled” shall have correlative meanings.

  • Group B means educational improvements for pupils in

  • Controlled group of corporations has the meaning set forth in Code Section 1563.

  • Investment Affiliate means any Person in which the Consolidated Group, directly or indirectly, has a ten percent (10%) or greater ownership interest, whose financial results are not consolidated under GAAP with the financial results of the Consolidated Group.

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

  • Commonly Controlled Entity an entity, whether or not incorporated, that is under common control with the Borrower within the meaning of Section 4001 of ERISA or is part of a group that includes the Borrower and that is treated as a single employer under Section 414 of the Code.