Kinove Holdings Affiliated Group definition

Kinove Holdings Affiliated Group means Kinove Holdings and its Affiliates (excluding Luxco Coinvest and the Company and its subsidiaries);
Sample 1Sample 2

Examples of Kinove Holdings Affiliated Group in a sentence

  • The plan of distribution contained in the Shelf Registration Statement referred to in this Section 2.1 (or related prospectus supplement) shall be determined by Kinove Holdings, if any member of the Kinove Holdings Affiliated Group is a requesting Holder for such Shelf Registration Statement, or otherwise by the other requesting Holder or Holders.

  • Any member of the Kinove Holdings Affiliated Group may transfer all or any portion of its rights under this Agreement to any transferee of Registrable Securities constituting not less than 5% of the outstanding Common Shares of the Company.

  • The Selling Holders shall be responsible for the fees and expenses of Holders’ Counsel and Selling Expenses; provided, however, that the Company shall be responsible for the reasonable fees and expenses of Holders’ Counsel up to $50,000 with respect to any registration pursuant to this Agreement of any Registrable Securities of a Holder that is a member of the Kinove Holdings Affiliated Group.

  • Any transfer of registration rights pursuant to this Section 2.13 from any member of the Kinove Holdings Affiliated Group to any Person that is not a member of the Kinove Holdings Affiliated Group shall be effective upon receipt by the Company of written notice from the transferor stating the name and address of the transferee and identifying the amount of Registrable Securities with respect to which rights under this Agreement are being transferred.

  • In any public or private offering of Registrable Securities in which a member of the Kinove Holdings Affiliated Group is a Selling Holder, other than pursuant to a Piggyback Registration, Kinove Holdings shall have the right to select the managing underwriters to arrange such Underwritten Offering, subject to the Company’s consent (such consent not to be unreasonably withheld).

  • Except as otherwise provided herein, the provisions of this Agreement may be amended or waived only by written agreement executed by the Company and Kinove Holdings, or if no member of the Kinove Holdings Affiliated Group is a Holder, the Holders of a majority of the Registrable Securities.

  • Except (a) as set forth in Section 2.10 and (b) with respect to the Kinove Holdings Affiliated Group, nothing in this Agreement shall convey any rights upon any person or entity which is not a party or a successor or permitted assignee of a party to this Agreement.

Related to Kinove Holdings Affiliated Group

  • 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.

  • Restricted Group means, collectively the Company, its subsidiaries, the members of the Sponsor Group and their respective Affiliates.

  • MNE Group means any Group that (i) includes two or more enterprises the tax residences of which are in different jurisdictions, or includes an enterprise that is resident for tax purposes in one jurisdiction and is subject to tax with respect to the business carried out through a permanent establishment in another jurisdiction, and (ii) is not an Excluded MNE Group;

  • mixed-activity holding company means a parent undertaking, other than a financial holding company or an institution or a mixed financial holding company, the subsidiaries of which include at least one institution;

  • Affiliated group of corporations means an affiliated group as defined in section 1504 of the Internal Revenue Code, except that, if such a group includes at least one incumbent local exchange carrier that is primarily engaged in the business of providing local exchange telephone service in this state, the affiliated group shall not include any incumbent local exchange carrier that would otherwise be included in the group.

  • Partnership Group Member means any member of the Partnership Group.

  • Founding Companies has the meaning set forth in the third recital of this Agreement.

  • mixed financial holding company means a mixed financial holding company as defined in point (21) of Article 4(1) of Regulation (EU) No 575/2013;

  • Management Group means at any time, the Chairman of the board of directors, the Chief Executive Officer, the President, any Managing Director, Executive Vice President, Senior Vice President or Vice President, any Treasurer and any Secretary of Holdings or other executive officer of Holdings or any Subsidiary of Holdings at such time.

  • CFC Holding Company means each Domestic Subsidiary that is treated as a partnership or a disregarded entity for United States federal income tax purposes and that has no material assets other than assets that consist (directly or indirectly through disregarded entities or partnerships) of Equity Interests or indebtedness (as determined for United States tax purposes) in one or more CFCs.

  • Intermediate Holding Company means any Subsidiary of Holdings (of which Holdings, directly or indirectly, owns 100% of the issued and outstanding Equity Interests) that, directly or indirectly, owns 100% of the issued and outstanding Equity Interests of the Lead Borrower.

  • Minority group member means a United States citizen or permanent resident alien who is and can demonstrate membership in one of the following groups:

  • Partnership Subsidiary means Host LP and any partnership, limited liability company, or other entity treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes in which either Host REIT or Host LP owns (or owned on or after January 1, 1999) an interest, either directly or through one or more other partnerships, limited liability companies or other entities treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes (whether or not Host REIT or Host LP has a controlling interest in, or otherwise has the ability to control or direct the operation of, such entity). Notwithstanding the foregoing, the term “Partnership Subsidiary” shall not in any way be deemed to include the Non-Controlled Subsidiaries or subsidiaries thereof, the Taxable REIT Subsidiaries or subsidiaries thereof, or the Subsidiary REITs or subsidiaries thereof.

  • Direct holdings means all publicly traded securities of a company that are held directly by the state treasurer or a retirement system in an actively managed account or fund in which the retirement system owns all shares or interests.

  • Parent Group has the meaning set forth in Section 8.03(c).

  • Holdings as defined in the preamble hereto.

  • SAP Group means SAP Parent and any of its Associated Companies.

  • Other Founding Companies means all of the Founding Companies other than the Company.

  • DBS Group means any of DBS’s subsidiaries, DBS’s holding company and any subsidiaries of DBS’s holding company;

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

  • Combined Group means a group of corporations or other entities that files a Combined Return.

  • Participating Subsidiaries means the Subsidiaries that have been designated as eligible to participate in the Plan, and such other Subsidiaries that may be designated by the Committee from time to time in its sole discretion.

  • Operating Company means an “operating company” within the meaning of 29 C.F.R. §2510.3-101(c) of the Plan Asset Regulations.

  • Foreign Subsidiary Holding Company means any Subsidiary the primary assets of which consist of Capital Stock in (i) one or more Foreign Subsidiaries or (ii) one or more Foreign Subsidiary Holding Companies.

  • OpCo has the meaning set forth in the Preamble.

  • Affiliated Entities means any legal entity, including any corporation, limited liability company, partnership, not-for-profit corporation, estate planning vehicle or trust, which is directly or indirectly owned or controlled by the Stockholder or his or her descendants or spouse, of which such Stockholder or his or her descendants or spouse are beneficial owners, or which is under joint control or ownership with any other person or entity subject to a lock-up agreement regarding the Common Stock with terms substantially identical to this Agreement.