Orion US Holdings definition

Orion US Holdings means Orion US Holdings 1 L.P., a Delaware limited partnership.
Orion US Holdings means Orion US Holdings 1 L.P., a Delaware limited partnership. “Other Connection Taxes” means, with respect to any Lender, Taxes imposed as a result of a present or former connection between such Lender and the jurisdiction imposing such Tax (other than connections arising from such Lender having executed, delivered, become a party to, performed its obligations under, received payments under, received or perfected a security interest under, engaged in any other transaction pursuant to or enforced any Credit Document, or sold or assigned an interest in any LIBOR Loan or Credit Document). 14 “Other Taxes” means any and all present or future stamp, court, recording, filing or documentary Taxes or similar Taxes (and interest, fines, penalties and additions related thereto) arising from any payment made hereunder or from the execution, delivery, performance, enforcement or registration of, from the receipt or perfection of a security interest under, or otherwise with respect to, this Agreement or any other Credit Document, except any such Taxes that are Other Connection Taxes imposed with respect to an assignment (other than an assignment made pursuant to Section 2.12). “PATRIOT Act” means the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)). “PBGC” means the Pension Benefit Guaranty Corporation or any successor thereto. “Pension Plan” means any Employee Benefit Plan, other than a Multiemployer Plan, which is subject to Sections 412 or 430 of the Internal Revenue Code or Sections 302 or 303 of ERISA. “Permitted Convertible Bond Indebtedness” means Indebtedness of the Borrower having a feature which entitles the holder thereof to exchange all or a portion of such Indebtedness into common stock of the Borrower (or other securities or property following a merger event or other change of the common stock of the Borrower) and/or cash (in an amount determined by reference to the price of such common stock (or such other securities or property following a merger event or other change of the common stock of the Borrower)). “Permitted Deferred Acquisition Obligation” means an obligation of any Subsidiary to pay the purchase price for the acquisition of a Person or assets over time or upon the satisfaction of certain conditions. “Permitted Equity Commitments” means obligations of any Subsidiary to make any payment in respect of any Equity Int...

Examples of Orion US Holdings in a sentence

  • As of December 31, 2017, there were 148,086,027 Class A shares of TerraForm Power outstanding, of which Orion US Holdings 1 L.P. (“Orion Holdings”) owns 51%.

  • However, the detrimental and cascading effects of losing large fauna from an ecosystem are not always visible in tropical forests where forest cover and tree density are often used as proxy indicators of ecosystem health [20,62].Although loss of the ‘large forest architects’ may cause the most obvious ecosystem changes, other shifts in species com- position will also have important impacts on forest structure and function.

  • Common Methods Used to Calculate a “Reasonable Amount”*• Percentage of Expenditures or Revenues– Example: 15% of annual operating expenditures• Expenditures or Revenues for a set number of months– Example: Total estimated expenditures for the first two months of the fiscal year• Specific dollar amount *OSC does not recommend any one method or amount – these decisions are the responsibility of each local government based on its own situation.

  • This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Orion US Holdings 1 L.P.; (ii) Orion US GP LLC; (iii) Brookfield Infrastructure Fund III GP LLC; (iv) Brookfield Asset Management Private Institutional Capital Adviser (Canada), L.P.; (v) Brookfield Asset Management Inc.; and (vi) Partners Limited.

  • None of the Stockholder’s Subject Shares is subject to any voting trust or other agreement, arrangement or restriction with respect to the voting or the transfer of such Stockholder’s Subject Shares, except as set forth in this Agreement, the organizational documents of the Company or the Governance Agreement, dated as of October 16, 2017, among the Company, Orion U.S. Holdings 1 L.P. and certain affiliates of Parent, from time to time joined as parties thereto.

  • In connection with the consummation of the Merger, Orion US Holdings 1 L.P. acquired 65,144,459 Class A Shares at a price of $9.52 per share.

  • On October 16, 2017, pursuant to the Merger and Sponsorship Transaction Agreement, dated as of March 6, 2017 (the "Transaction Agreement"), by and among the Issuer, Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.

  • NorfolkNorton Rose Fulbright US LLP 799 9th Street, NW Washington, DC 20001Tel: (202) 662-0200Fax: (202) 662-4643joseph.williams@nortonrosefulbright.com ryan.norfolk@nortonrosefulbright.com Counsel to: Orion US Holdings 1 L.P. and BRE TERP Holdings Inc.Terence T.

  • This process resulted in the Company's entry into a definitive merger and sponsorship transaction agreement (the “Merger Agreement”) on March 6, 2017 with Orion US Holdings 1 L.P. ("Orion Holdings") and BRE TERP Holdings Inc.

  • Brookfield is a controlling affiliate of Orion US Holdings 1 L.P. (“Orion”), which is the owner of an approximately 51% equity interest in TerraForm.

Related to Orion US Holdings

  • Holdings as defined in the preamble hereto.

  • 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;

  • 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.

  • 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.

  • financial holding company means a financial holding company as defined in point (20) of Article 4(1) of Regulation (EU) No 575/2013;

  • New Holding Company means a corporation that is not a bank, association, or national banking association and as to which all of the following apply:

  • Bank Holding Company means a company registered as such with the Federal Reserve pursuant to 12 U.S.C. §1842 and the regulations of the Federal Reserve promulgated thereunder.

  • Mutual holding company means that term as defined in section 10(o) of the home owners' loan act, chapter 64, titles III and IX of Public Law 101-73, 12 U.S.C. 1467a, and OTS regulations governing mutual holding companies.

  • US Holdco means, notwithstanding anything in the Indenture to the contrary, Brookfield Infrastructure US Holdings I Corporation; and

  • 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.

  • 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;

  • 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.

  • Foreign Holding Company means any Subsidiary all or substantially all of the assets of which are comprised of Equity Interests in one or more Foreign Subsidiaries or CFC Debt.

  • Acquisition Subsidiary has the meaning specified in Section 7.14.

  • Natural parent means a minor's biological or adoptive parent, and includes the minor's noncustodial parent.

  • Holdco has the meaning set forth in the Preamble.

  • OpCo has the meaning set forth in the Preamble.

  • 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.

  • New Holdings shall have the meaning provided in the definition of the term “Holdings”.

  • GP means Gottbetter & Partners, LLP.

  • Constellation has the meaning assigned to that term in the Recitals.

  • RSC means the Regional Security Coordinator(s) (RSC(s)) appointed for CCR Hansa, unless it is explicitly otherwise stated, according to Article 77(1)(a) of the SO Regulation that will perform the tasks allocated to this(these) RSC(s) according to Article 77(1)(c)(i) of the SO Regulation;

  • MLP has the meaning given such term in the introduction to this Agreement.

  • Indirect holdings means all securities of a company that are held in an account or fund, including a mutual fund, that is managed by one or more persons who are not employed by the state treasurer or a retirement system, if the state treasurer or retirement system owns shares or interests either:

  • Intermediate Holdco as defined in the preamble to this Agreement.

  • Intermediate Holdings shall have the meaning assigned to such term in the introductory paragraph of this Agreement.