NAB Affiliate definition

NAB Affiliate means National Australia Group Europe Limited, a wholly-owned subsidiary of the Company.
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NAB Affiliate means an Affiliate of NAB other than a Subject Company.
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Examples of NAB Affiliate in a sentence

  • Such written notice to the NAB Affiliate shall be accompanied by any demand, xxxx, invoice or other communication received from any third party that gives rise or may give rise to such payments.

  • Any Indemnity Fee or Additional Indemnity Fee payable to the NAB Affiliate in cash pursuant to this Section 5 shall be paid in United States dollars in New York Clearing House (next-day) funds to such account in New York as the NAB Affiliate may from time to time specify for this purpose.

  • At Closing Time, the Representatives shall have received the favorable opinions, dated as of Closing Time, of Mallesons Xxxxxxx Xxxxxx, Xxxxxxxx & Xxxxxxxx and Xxxxxxx XxXxxxx, Australian Counsel, U.S. Counsel and U.K. Counsel, respectively, for the Company, the Distribution Trust, the USLLC, any NAB Borrower and the NAB Affiliate, in form and substance reasonably satisfactory to counsel for the Underwriters, together with signed or reproduced copies of such letter for each of the other Underwriters.

  • If any amount shall be paid to the NAB Affiliate in violation of the preceding sentence, the NAB Affiliate agrees to hold such amount in trust for the Trust or the applicable Non-U.S. Indemnified Party, as the case may be, and to pay over such amount to the Trust or the applicable Non-U.S. Indemnified Party, as the case may be.

  • Each Indemnified Party and each director indemnified pursuant to Section 8 below shall give notice to, or cause notice to be given to, the NAB Affiliate in writing of any claim for payment under Section 2, 3 and 8 hereof or any threatened claim that may require such payment immediately upon such Indemnified Party or director acquiring knowledge thereof.

  • All transactions between a Subject Company, on the one hand, and NAB or any NAB Affiliate, on the other hand, between the date of this Agreement and the Effective Time shall be conducted only in a manner consistent with past practice and, at a minimum, on terms reasonably believed to be as favorable to the Subject Company as the Subject Company could receive from an unaffiliated third party.

  • After the Exchange Date and prior to the dissolution of the Trust, any amount remaining in the Trust Expense Account, after deducting any expenses payable by the Trust, shall be paid to the NAB Affiliate pursuant to the Expense and Indemnity Agreement as an Additional Indemnity Fee (as defined therein).

  • Nothing in this section shall have the effect or shall be construed as having the effect (i) of permitting the NAB Affiliate to impose upon any director indemnified under this section any direction or instruction with respect to the discharge of that person's duties as a director, or (ii) requiring any director indemnified under this section to observe any direction or instruction that the NAB Affiliate may purport to impose upon such person.

  • For purposes of this Agreement, a "Significant Subsidiary" shall mean the Distribution Trust, the USLLC, any NAB Borrower and the NAB Affiliate.

  • The NAB Affiliate shall have the right to inspect and to copy, at its expense, all such documents, books and records at all reasonable times and from time to time during the term of this Agreement.

Related to NAB 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 20% 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.

  • Affiliate means any Person that, directly or indirectly through one or more intermediaries, controls or is controlled by or is under common control with a Person, as such terms are used in and construed under Rule 405 under the Securities Act.

  • 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.

  • Affiliated Entity means any entity controlling, controlled by, or under common control with an Insured.

  • Affiliated Party means, with respect to any Purchaser, any person or entity which, directly or indirectly, controls, is controlled by or is under common control with such Purchaser, including, without limitation, any general partner, officer or director of such Purchaser and any venture capital fund now or hereafter existing which is controlled by one or more general partners of, or shares the same management company as, such Purchaser.

  • Controlled Affiliates means, with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, has Majority Control of or is Majority Controlled by or is under common Majority Control with the Person specified.

  • 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 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.

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

  • 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.

  • 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.

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

  • Investor Affiliate means (i) the Investor or any of his immediate family members, and any such persons’ respective Affiliates and direct and indirect Subsidiaries, (ii) any sponsor, limited partnerships or entities managed or controlled by the Investor or any of his immediate family, or any of such persons’ respective Affiliates and direct or indirect Subsidiaries, (iii) any trust of the Investor or any of his immediate family, or any of such persons’ respective Affiliates and direct or indirect Subsidiaries or any trust in respect of which any such persons is a trustee, (iv) any partnership of which the Investor or any of his immediate family, or any of such persons’ respective Affiliates or direct or indirect Subsidiaries is a partner that is managed or controlled by the Investor, any of his immediate family or any of such persons’ respective Affiliates or direct or indirect Subsidiaries, and (v) any trust, fund or other entity which is managed by, or is under the control of, the Investor or any of his immediate family, or any of such persons’ respective Affiliates or direct or indirect Subsidiaries, but excluding the Issuer or any of its Subsidiaries.

  • Screened Affiliate means any Affiliate of a Holder (i) that makes investment decisions independently from such Holder and any other Affiliate of such Holder that is not a Screened Affiliate, (ii) that has in place customary information screens between it and such Holder and any other Affiliate of such Holder that is not a Screened Affiliate and such screens prohibit the sharing of information with respect to the Company or its Subsidiaries, (iii) whose investment policies are not directed by such Holder or any other Affiliate of such Holder that is acting in concert with such Holder in connection with its investment in the Notes, and (iv) whose investment decisions are not influenced by the investment decisions of such Holder or any other Affiliate of such Holder that is acting in concert with such Holders in connection with its investment in the Notes.

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

  • Seller Affiliate means any Affiliate of Seller.

  • 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.

  • BNY Affiliate means any office, branch or subsidiary of The Bank of New York Company, Inc.

  • Sponsor Affiliate means an entity that joins with the Company and that participates in the investment in, or financing of, the Project and which meets the requirements under the FILOT Act to be entitled to the benefits of this Fee Agreement with respect to its participation in the Project, all as set forth in Section 5.13 hereof.

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

  • Permitted Affiliate means with respect to any Person (a) any Person that directly or indirectly controls such Person, and (b) any Person which is controlled by or is under common control with such controlling Person. As used in this definition, the term “control” of a Person means the possession, directly or indirectly, of the power to vote eighty percent (80%) or more of any class of voting securities of such Person or 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.

  • Affiliated Company means any company controlled by, controlling or under common control with the Company.

  • Wholly-Owned Affiliate has the meaning specified in Rule 2 of Regulation RR.

  • Borrower Party Affiliate means, with respect to the Mortgage Loan Borrower, a manager of the Mortgaged Property or an Accelerated Mezzanine Loan Lender, (a) any other Person controlling or controlled by or under common control with such Mortgage Loan Borrower, manager or Accelerated Mezzanine Loan Lender, as applicable, or (b) any other Person owning, directly or indirectly, 25% or more of the beneficial interests in such Mortgage Loan Borrower, manager or Accelerated Mezzanine Loan Lender, as applicable. 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.