Non-Qualified Partnership definition

Non-Qualified Partnership means a Joint Venture, partnership or other entity in which the Borrower or any Restricted Subsidiary is a general partner or has general liability for the obligations of such entity, other than any Restricted Subsidiary which is a corporation and substantially all of whose assets consist of its interest in such Joint Venture, partnership or other entity.
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Non-Qualified Partnership means a, partnership or other entity in which PDSA or any Subsidiary of PDSA is a general partner or has general liability for the Indebtedness of such entity, other than any Subsidiary of PDSA.
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Non-Qualified Partnership of a Person at any time means, with respect to a Liability" Non-Qualified Partnership in which such Person has an interest, an amount equal to the amount by which (a) the aggregate amount of the total liabilities of such Non-Qualified Partnership at such time minus (without duplication) (i) the aggregate amount of such liabilities that are expressly agreed by the holders of such liabilities to be non-recourse to such Non-Qualified Partnership (the "Partnership Non-Recourse Liabilities") and (ii) the aggregate amount of such liabilities that are expressly agreed by the holders of such liabilities to be non-recourse to such Person (the "Partner Non-Recourse Liabilities") exceeds (b) 85% of the aggregate amount of the total tangible assets of such Non-Qualified Partnership at such time minus (without duplication) (x) the aggregate amount of the Partnership Non-Recourse Liabilities at such time and (y) the aggregate amount of the Partner Non-Recourse Liabilities at such time, as determined in accordance with GAAP.
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Examples of Non-Qualified Partnership in a sentence

  • Upon the occurrence of a Non-Qualified Partnership Agreement, each holder of a Note would be entitled to receive that number of shares of the Company’s Common Stock equal to the outstanding balance of such holder’s Note divided by the amount determined by dividing by $20.0 million by the Company’s fully diluted capitalization outstanding immediately prior to the execution of the Non-Qualified Partnership Agreement.

  • Notes to Unaudited Interim Financial Statements Upon the occurrence of a Non-Qualified Partnership Agreement, each holder of a Note would be entitled to receive that number of shares of the Company’s common stock equal to the outstanding balance of such holder’s Note divided by the amount determined by dividing by $20.0 million by the Company’s fully diluted capitalization outstanding immediately prior to the execution of the Non-Qualified Partnership Agreement.

Related to Non-Qualified Partnership

  • Disqualified Partnership Any domestic entity classified as a partnership under the Code if any of its direct or indirect beneficial owners (other than through a U.S. corporation) are (or, under the applicable partnership agreement, are permitted to be) Disqualified Non-United States Tax Persons.

  • Independent Qualified Party means an investment banking firm, accounting firm or appraisal firm of national standing; provided, however, that such firm is not an Affiliate of the Company.

  • Section 385 Controlled Partnership has the meaning set forth in Treasury Regulation Section 1.385-1(c)(1) for a “controlled partnership”.

  • Domestic partnership means an association of two or more persons to carry on as co-owners a

  • MLP Partnership Agreement means the Amended and Restated Agreement of Limited Partnership of the MLP, as amended or restated from time to time.

  • General partnership means an organization formed under chapters 45-13 through 45-21.

  • REIT means a real estate investment trust under Sections 856 through 860 of the Code.

  • Foreign partnership means an association of two or more persons to carry on as co-owners of a

  • Qualified Person means one who, by possession of a recognized degree, certificate, or professional standing, or who by extensive knowledge, training and experience, has successfully demonstrated his ability to solve or resolve problems relating to the subject matter, the work, or the project.

  • Non-Qualifying Party means any Loan Party that fails for any reason to qualify as an Eligible Contract Participant on the Effective Date of the applicable Swap.

  • Operating Partnership has the meaning set forth in the preamble.

  • Limited Partnership Interest means the ownership interest of a Limited Partner in the Partnership at any particular time, including the right of such Limited Partner to any and all benefits to which such Limited Partner may be entitled as provided in this Agreement and in the Act, together with the obligations of such Limited Partner to comply with all the provisions of this Agreement and of such Act.

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.

  • Borrower Partnership Agreement means the Limited Partnership Agreement of the Borrower dated as of January 17, 2014 as such agreement may be amended, restated, modified or supplemented from time to time with the consent of the Administrative Agent or as permitted under Section 10.10.

  • Initial Limited Partners means the Organizational Limited Partner (with respect to the Common Units and Subordinated Units received by it as described in Section 5.1), the General Partner (with respect to the Incentive Distribution Rights received by it as described in Section 5.1) and the Underwriters, in each case upon being admitted to the Partnership in accordance with Section 10.1.

  • Partnership Percentage means the percentage share of each Partner in the Net Income or Net Loss of the Partnership. The Partners’ initial Partnership Percentages shall be proportionate to the Partners’ initial Capital Contributions to the Partnership. Thereafter, subject to Section 1.68(g), such Partnership Percentages shall be adjusted only to reflect a disproportionate Capital Contribution by one or more Partners or a disproportionate distribution to one or more Partners, with disproportion being determined in accordance with Sections 4.2(a) and 4.5(b), except as set forth in Section 1.68(f).

  • Surviving Partnership has the meaning set forth in Section 11.2.B(ii) hereof.