Qualified Joint Venture definition
Qualified Joint Venture means a joint venture that is not a Subsidiary of the Company or any of its Restricted Subsidiaries in which the Company or any of its Restricted Subsidiaries has a direct or indirect ownership interest and that is engaged in a Permitted Business.
Qualified Joint Venture means a majority-owned Subsidiary where Capital Stock of the Subsidiary is issued to a Qualified Joint Venture Partner in consideration of the contribution primarily consisting of assets used or useful in the business of owning and operating television stations, all businesses directly related thereto, and any electronic news and information delivery business and any other television broadcasting-related, television distribution-related or television content-related business or any Similar Business.
Qualified Joint Venture means a newly-formed, majority-owned Subsidiary where Capital Stock of the Subsidiary is issued to a Qualified Joint Venture Partner in consideration of the contribution of assets used or useful in the television broadcasting or paging business.
Examples of Qualified Joint Venture in a sentence
The Borrower shall further cause all representations, covenants and agreements in the Loan Documents with respect to the Joint Venture Guarantors to be true and correct with respect to each such Qualified Joint Venture Minority Owner.
Each such Qualified Joint Venture Minority Owner shall be specifically authorized, in accordance with its respective organizational documents, to be a Guarantor hereunder.
More Definitions of Qualified Joint Venture
Qualified Joint Venture means a Person (i) at least 50% of the Voting Stock of which is beneficially owned by the Company or a Restricted Subsidiary and (ii) which engages in only a Similar Business.
Qualified Joint Venture means a Person with respect to which the Borrower or a Restricted Subsidiary owns less than all of the Capital Stock of such Person where the remaining Capital Stock of such Person is issued to a Person who is not affiliated with the Borrower or any of its Restricted Subsidiaries in consideration of the contribution primarily consisting of cash or assets used or useful in a Permitted Business; provided that in the case of any such Person with respect to which the Borrower and its Restricted Subsidiaries (other than other Qualified Joint Ventures) own a majority of the Capital Stock, such Person shall immediately cease to be a Qualified Joint Venture at any time that the governing documents of such Person no longer prohibit or require the consent of a Person that is not an Affiliate of the Borrower in order to guarantee and provide a Lien securing the Obligations (or such consent has been obtained).
Qualified Joint Venture means a majority-owned Subsidiary where Capital Stock of the Subsidiary is issued to a Qualified Joint Venture Partner in consideration of the contribution primarily consisting of assets used or useful in the business of owning and operating television or radio stations or digital business, all businesses directly related thereto, and any electronic news and information delivery business and any other television or radio broadcasting-related, television or radio distribution-related or television or radio content-related business or digital business.
Qualified Joint Venture means a Joint Venture in which PLD owns directly or indirectly Voting Stock thereof an the Issue Date, which Joint Ventures are disclosed in a schedule to the indenture, and any further joint Venture in which PLD owns 20% or more of the Voting Stock thereof.
Qualified Joint Venture means (i) each existing joint venture, namely SCLTDI JV, LLC, BTDI JV, LLP, Carolinas Imaging Services, LLC, Blue ▇▇▇▇▇ ▇▇, LLP, Blue Stone Frisco JV, LLP, RLC, LLC and Tucson Medical Imaging Partners, LLC to the extent the governing documents, management agreements and similar agreements of such existing joint venture have not been amended, restated, supplemented or otherwise modified in a manner materially adverse to the Lenders, (ii) each of the joint ventures of the Borrowers and their Restricted Subsidiaries with Strategic Investors acquired after the Closing Date having governing documents which have transfer, change of control, distribution and minority voting rights substantially similar in all material respects to the governing documents of the existing joint ventures as in effect on the Closing Date or otherwise on terms reasonably acceptable to the Administrative Agent and (iii) any joint venture that satisfies each of the following requirements: (1) except for “Permitted Payment Restrictions”, there are no consensual restrictions, directly or indirectly, on the ability of such joint venture to pay dividends or make distributions to the holders of its Equity Interests; (2) (a) such joint venture customarily pays or makes, (b) the operating agreement (or equivalent governing document, management agreement or similar agreement) of such joint venture expressly contemplates, and (c) the managers or partners (or equivalent governing body) of such joint venture have adopted a policy to pay, regular monthly, quarterly or, semi-annual or annual dividends or distributions to the holders of its Equity Interests in an amount equal to substantially all of the available cash flow of such joint venture for such period, subject to such ordinary and customary reserves and other amounts as, in the good faith judgment of the Board of Directors of such joint venture, may be necessary so that the business of such joint venture may be properly and advantageously conducted at all times, (3) the Equity Interests of such joint venture consist solely of (a) Equity Interests owned by any Borrower or one or more Loan Parties or Affiliated Practices, and (b) Equity Interests owned by Strategic Investors and (4) the primary business of such Qualified Joint Venture is a Permitted Business.
Qualified Joint Venture means any Person that is not a Subsidiary and that satisfies all of the following requirements:
Qualified Joint Venture means a joint venture that is (i) a Guarantor, (ii) organized in a jurisdiction outside of the United States, (iii) operating a Vessel pursuant to a Drilling Contract, all or substantially all of the proceeds of which are paid in a currency other than United States dollars and (iv) designated by the Company by notice in writing to the Trustee as a “Qualified Joint Venture.” There shall at no time be more than one Qualified Joint Venture.