Qualifying Successor Operator definition

Qualifying Successor Operator means a Person (i) which operates (by virtue of ownership, a lease, or a management agreement) a Seller Facility after it is Divested, (ii) which, taken together with its Affiliates and its and its Affiliates' Managers, has no direct or indirect financial relationship with any Seller Related Person (including, without limitation, any direct or indirect debt or equity interest of any Seller Related Person in such Person, any of its Affiliates, or any of their respective Managers), as reasonably determined by Purchaser, (iii) which, taken together with its Affiliates and its and its Affiliates' Managers, does not receive from any Seller Related Person, directly or indirectly, any consideration, remuneration or benefit of any kind whatsoever as a direct or indirect consequence of entering into a pharmacy contract with respect to which an Adjustment Credit might otherwise apply, and (iv) as to which Sellers shall have timely delivered the certificate required under Section 4.2(e); provided, however, that with respect to any Retained Seller Facility as to which a Change-in-Control Reduction applies, if any Seller or Seller Affiliate operates such Retained Seller Facility after it is Divested, such Seller or Seller Affiliate shall be deemed a Qualifying Successor Operator of such Retained Seller Facility without regard to the foregoing clauses (ii) and (iii).

Related to Qualifying Successor Operator

  • Successor Operator means a Train Operator succeeding or intended by the Secretary of State to succeed (and whose identity is notified to the Franchisee by the Secretary of State) the Franchisee in the provision or operation of all or any of the Franchise Services including, where the context so admits, the Franchisee where it is to continue to provide or operate the Franchise Services following termination of the Franchise Agreement;

  • Pre-Adjustment Successor Rate has the meaning specified in Section 3.03(c).

  • Permitted Successor is defined in Section 5.02 of the Sale Agreement.

  • Qualified Successor means a person who is entitled to ownership of an Option upon the death of an Optionee, pursuant to a will or the applicable laws of descent and distribution upon death;

  • Successor personal representative means a personal representative, other than a special administrator, who is appointed to succeed a previously appointed personal representative.

  • LIBOR Successor Rate has the meaning specified in Section 3.03(c).

  • Successor Benchmark Rate means a successor to or replacement of the Original Benchmark Rate which is formally recommended by any Relevant Nominating Body.

  • Business Successor means (i) any former Subsidiary of the Company and (ii) any Person that, after the Issue Date, has acquired, merged or consolidated with a Subsidiary of the Company (that results in such Subsidiary ceasing to be a Subsidiary of the Company), or acquired (in one transaction or a series of transactions) all or substantially all of the property and assets or business of a Subsidiary or assets constituting a business unit, line of business or division of a Subsidiary of the Company.

  • Automatic Route Selection or “ARS” means a service feature associated with a specific grouping of lines that provides for automatic selection of the least expensive or most appropriate transmission facility for each call based on criteria programmed into the system.

  • Bug and tar remover means a product labeled to remove either or both of the following from painted motor vehicle surfaces without causing damage to the finish:

  • Successor Rate means a successor to or replacement of the Original Reference Rate which is formally recommended by any Relevant Nominating Body.

  • Successor Manager Any Independent Contractor as selected or retained by the Special Servicer, on behalf of the Trustee for the benefit of the Trust and the Companion Loan Holders, to serve as manager of a Foreclosed Property, which designation, as evidenced by written confirmation from each Rating Agency, shall not result in the downgrade, withdrawal or qualification of the ratings assigned to the Certificates by such Rating Agency.

  • Generator Operator means the Person that Operates the Generating Facility and performs the functions of supplying electric energy and interconnected operations services within the meaning of the NERC Reliability Standards.

  • Successor Company shall have the meaning specified in Section 11.01(a).

  • LIBOR Successor Rate Conforming Changes means, with respect to any proposed LIBOR Successor Rate, any conforming changes to the definition of Base Rate, Interest Period, timing and frequency of determining rates and making payments of interest and other technical, administrative or operational matters as may be appropriate, in the discretion of the Administrative Agent, to reflect the adoption and implementation of such LIBOR Successor Rate and to permit the administration thereof by the Administrative Agent in a manner substantially consistent with market practice (or, if the Administrative Agent determines that adoption of any portion of such market practice is not administratively feasible or that no market practice for the administration of such LIBOR Successor Rate exists, in such other manner of administration as the Administrative Agent determines is reasonably necessary in connection with the administration of this Agreement).

  • New Non-Qualifying Jobs means the number of Non-Qualifying Jobs, as defined in 34 TEXAS ADMIN. CODE Section 9.1051(14), to be created by the Applicant after the Application Approval Date in connection with the project which is the subject of its Application.

  • Qualifying Service means one year or more of continuous service and residence away from the home country and the country of nationality of a staff member, or the country where the staff member has acquired permanent resident status.

  • Non-Qualifying Party means any Borrower or any Guarantor that on the Eligibility Date fails for any reason to qualify as an Eligible Contract Participant.

  • Administrator/Benchmark Event Date means, in respect of an Administrator/Benchmark Event, the date on which the authorisation, registration, recognition, endorsement, equivalence decision, approval or inclusion in any official register is (i) required under any applicable law or regulation; or

  • Non-Retail Behind The Meter Generation means Behind the Meter Generation that is used by municipal electric systems, electric cooperatives, or electric distribution companies to serve load.

  • Master Servicer Termination Test With respect to any Distribution Date, the Master Servicer Termination Test will be failed if the Cumulative Loss Percentage exceeds 4.00%.

  • Administrator/Benchmark Event Date means, in respect of an Administrator/Benchmark Event, the date on which the authorisation, registration, recognition, endorsement, equivalence decision, approval or inclusion in any official register is (i) required under any applicable law or regulation; or(ii) rejected, refused, suspended or withdrawn, if the applicable law or regulation provides that the Relevant Benchmark is not permitted to be used under the Securities following rejection, refusal, suspension or withdrawal, or, in each case, if such date occurs before the Issue Date, the Issue Date.

  • Servicer Termination Test With respect to any Distribution Date, the Servicer will fail the Servicer Termination Test if the Realized Loss Percentage for the Mortgage Loans exceeds the applicable percentages set forth below with respect to such Distribution Date: Distribution Date Occurring In Percentage January 2006 through December 2007 2.75% January 2008 through December 2008 3.25% January 2009 through December 2009 3.75% January 2010 and thereafter 4.50%

  • Adjusted Term SOFR Rate means, for any Interest Period, an interest rate per annum equal to (a) the Term SOFR Rate for such Interest Period, plus (b) 0.10%; provided that if the Adjusted Term SOFR Rate as so determined would be less than the Floor, such rate shall be deemed to be equal to the Floor for the purposes of this Agreement.

  • Mental health condition means a condition defined to be

  • Qualified Assignee means (a) any Lender, any Affiliate of any Lender and, with respect to any Lender that is an investment fund that invests in commercial loans, any other investment fund that invests in commercial loans and that is managed or advised by the same investment advisor as such Lender or by an Affiliate of such investment advisor, and (b) any commercial bank, savings and loan association or savings bank or any other entity which is an “accredited investor” (as defined in Regulation D under the Securities Act of 1933) which extends credit or buys loans as one of its businesses, including insurance companies, mutual funds, lease financing companies and commercial finance companies, in each case, which has a rating of BBB or higher from S&P and a rating of Baa2 or higher from Xxxxx’x at the date that it becomes a Lender and which, through its applicable lending office, is capable of lending to Borrowers without the imposition of any withholding or similar taxes; provided that no Person proposed to become a Lender after the Closing Date and determined by Agent to be acting in the capacity of a vulture fund or distressed debt purchaser shall be a Qualified Assignee, and no Person or Affiliate of such Person proposed to become a Lender after the Closing Date and that holds Stock issued by any Credit Party shall be a Qualified Assignee.