Permitted Affiliate Transactions means any transaction entered into between any member of the Group and the Parent or any other member of the Kronos Group either (i) in the ordinary course of trading or business and in accordance with past practice or (ii) which is necessary to accommodate legal or regulatory requirements of such member of the Group.
Permitted Affiliate Transactions means (i) transactions consummated in the ordinary course of business in a manner and to an extent consistent with past practice and necessary or desirable for the prudent operation of its business, for fair consideration and on terms no less favorable to Borrower or its subsidiaries than would be obtainable in a comparable arm’s length transaction with a Person that is not an Affiliate thereof, (ii) transactions among Loan Parties, (iii) Permitted Restricted Payments and Permitted Investments, (iv) sales of common equity interests of the Borrower and the granting of registration and other customary rights in connection therewith, and (v) reasonable and customary director and officer compensation (including bonuses and stock option programs), benefits and indemnification arrangements, in each case approved by the Board of Directors (or a committee thereof) of such Loan Party or such subsidiary.
Permitted Affiliate Transactions means the following:
Examples of Permitted Affiliate Transactions in a sentence
The foregoing restrictions will not apply to Permitted Affiliate Transactions.
This information was used by WVL to plan for mobile medical screening clinics in 17 villages and by teachers to prepare IEPs for students, consulting with parents.
No Borrower shall make any payment, nor give any value to any Affiliate except for Permitted Affiliate Transactions.
Except for Permitted Affiliate Transactions and except as described in the Company Reports, neither the Company nor any of the other members of the Company Group is party to any agreement, arrangement or transaction with any Affiliate which is material to the Company’s and the Company Group’s business, taken as a whole.
Entering farming returns as a quadratic yields estimates that are close to those in the baseline model: as presented in column (2) of table 5, the pre-amendment difference in trends is -2% and the effect of the SFSA amendment is to increase Saskatchewan farmland prices by 2.4% relative to Manitoba prices.
More Definitions of Permitted Affiliate Transactions
Permitted Affiliate Transactions means any of the following: (a) transactions with or among any Credit Party and any wholly-owned Subsidiary of any Credit Party that is a Guarantor; (b) reasonable and customary directors’ fees, reasonable and customary directors’ indemnifications and similar arrangements for directors and officers of the Credit Parties or any of its Subsidiaries entered into in the ordinary course of business, together with any payments made under any such indemnification arrangements; (c) customary and reasonable loans and advances to officers, directors and employees of the Credit Parties or any of their Subsidiaries for travel, entertainment, moving and other relocation expenses, in each case made in the ordinary course of business; (d) the incurrence of intercompany Indebtedness permitted pursuant to Section 7.1(g) hereof; (e) Permitted Management Fees; and (f) other transactions, contracts or agreements existing on the date of this Agreement and which are set forth on Schedule 7.6 attached hereto, together with any renewals and extensions of such existing transactions, contracts or agreements, so long as such renewals and extensions are upon terms and conditions substantially identical to the terms and conditions set forth in such existing transactions, contracts and agreements (or otherwise no less favorable to the applicable Credit Party and its Subsidiaries, as applicable). Permitted Discretion shall mean a determination made, in good faith and in the exercise of reasonable (from the perspective of a secured asset based lender) business judgment, and in the event of any material change in the determination of any Reserves, the Borrowing Base or eligibility of any components of the Borrowing Base made by the Agent exercising its Permitted Discretion, the Administrative Agent shall use reasonable efforts to give Borrower written notice thereof promptly thereafter.
Permitted Affiliate Transactions means (i) employment agreements, stockholder agreements, stock options or other incentive plans existing on the Issuance Date or thereafter entered into by the Company or any Subsidiary in the ordinary course of business with the approval of a majority of the disinterested members of the Company's Board of Directors as evidenced by a Board Resolution; (ii) transactions between, among or for the benefit of the Company and/or its Subsidiaries; (iii) reasonable and customary fees and compensation paid to and indemnity, loans or advances provided on behalf of, officers, directors, employees or consultants of the Company or any Subsidiary as determined in good faith by a majority of the
Permitted Affiliate Transactions means: (i) the services to be provided and fees payable under the Management Agreement pursuant to Section 8.1.20 of this Agreement, (ii) any sale, transfer or lease of assets by an Loan Party or a Subsidiary of a Loan Party to (A) another Loan Party to the extent such transaction is otherwise permitted by and effected in compliance with Section 8.2.7(ii), or (B) another Loan Party (other than TWCC) to the extent such transaction is otherwise permitted by and effected in compliance with Section 8.2.7(iii), (iii) upon the occurrence and during the continuance of a force majeure event (which arises through no fault of the Loan Parties) under any Coal Supply Contract and which prevents the Loan Parties from supplying the buyers with the requested amount of coal thereunder, sales of coal from any member of the Parent Group to any of the Loan Parties to satisfy the requests of the buyers under such Coal Supply Contract so long as the terms and conditions of the transaction are commercially reasonable in all respects (including at a price which enables the Loan Party to earn a reasonable profit from the transaction and otherwise on terms and conditions no less favorable to the Loan Party than those offered by independent third parties) and so long as such supply by the member of the Parent Group is more favorable to the Borrower than supply of such coal by any other Loan Party able to supply it, (iv) in the event that any buyer of coal under a Coal Supply Contract increases its demands for coal under such agreement beyond the ability of the Loan Party to the Coal Supply Contract to satisfy such requirements, a member of the Parent Group shall be permitted to bid on and supply coal to such buyer, provided that such action in no way reduces the amount of coal that is to be supplied by the Loan Party under the Coal Supply Contract at such time or in the future, (v) in the event that the Loan Parties have excess coal production (beyond the needs of the buyers under the Coal Supply Contracts) available for sale to non-Affiliate third parties, a member of the Parent Group shall be permitted to act as a broker for the Loan Parties in such sales and shall be entitled to a brokerage fee which is typical in the marketplace for providing such services (such brokerage fees at the time of Closing Date would be in the range of $0.25 to $0.50 per ton of coal sold), (vi) to the extent that any Coal Supply Contract permits the buyer of coal thereunder to require that coal be obt...
Permitted Affiliate Transactions means each of the following:
Permitted Affiliate Transactions means agreements, actions or transactions (a) solely between or among the Company or any of its wholly owned Subsidiaries, (b) on an arm’s length basis and on terms no less favorable to the Company or its Subsidiaries than those that would reasonably be obtained by and from an unaffiliated third party and for consideration not in excess of twenty-five thousand Dollars ($25,000) per year individually or one hundred thousand Dollars ($100,000) per year in the aggregate, (c) relating to bona fide employee, Officer or Director compensation (e.g., annual rates of base salaries or annual fees, short-term or long-term incentive arrangements) and set forth in Exhibit D (or another document agreed to in writing by the Silver Member and the Titanium Family Designee), subject to Section 6.15, or (d) set forth in Exhibit G.
Permitted Affiliate Transactions means, subject to all terms, conditions and provisions of this Agreement, transactions between Borrower and its Affiliates in connection with (i) the securitization, sale, hypothecation or pledge of certain assets of Borrower (other than any item of Collateral) or its Affiliates, (ii) hedging activities involving Borrower and certain of its Affiliates, and/or the origination, and (iii) acquisition of Mortgage Loans, Mortgage Notes, Mortgages, Security Agreements and all other documents, agreements and instruments related thereto.
Permitted Affiliate Transactions means (i) management, support, service and consulting arrangements with DHC and any payments for fees and expenses thereunder made; provided, that such payments shall not exceed $3.0 million per annum, (ii) transactions pursuant to any contract or agreement in effect on the date of this Indenture as the same may be amended, modified or replaced from time to time so long as such amendment, modification or replacement is not materially less favorable to the Issuers and their Restricted Subsidiaries taken as a whole than the contract or agreement as in effect on the date of this Indenture, and (iii) the transfer or distribution of the stock of American Commercial Lines Funding Corporation by the Issuers or Parent to the Principals; provided, however, that upon such transfer, American Commercial Lines Funding Corporation shall guarantee the Notes.