Qualifying transferee definition
Qualifying transferee means a transferee who acquires a tax credit certificate issued under this chapter for value, in good faith, without express or implied notice of a prohibited activity of the eligible taxpayer who was originally issued the tax credit, and without express or implied notice of any other claim to or defense against the tax credit, and which transferee is not associated with the eligible taxpayer by being one or more of the following:
Qualifying transferee means any Person (a) with a rating of BBB- (stable) or higher from Standard & Poor’s Ratings Services (or any successor thereto) or Baa3 (stable) or higher from ▇▇▇▇▇’▇ Investor Services (or any successor thereto), (b) with a credit rating from one of the aforementioned rating agencies equivalent to or higher than the then-current credit rating, if any, of AT&T Guarantor or (c) approved by Tower Operator, such approval not to be unreasonably withheld, conditioned or delayed.
Qualifying transferee means a transferee who acquires a tax credit certificate issued under this chapter for value, in good faith, without express or implied notice of a prohibited activity of the eligible taxpayer who was originally issued the tax credit, and without express or implied notice of any other claim to or defense against the tax credit, and which transferee is not associated with the eligible taxpayer by being one or more of the following:
(i) An owner, member, shareholder, or partner of the eligible taxpayer who directly or indirectly owns and controls, in whole or in part, the eligible taxpayer.
(ii) A director, officer, or employee of the eligible taxpayer.
(iii) A relative of the eligible taxpayer or a person listed in subparagraph subdivision (i) or (ii) or, if the eligible taxpayer or an owner, member, shareholder, or partner of the eligible taxpayer is a legal entity, the natural persons who ultimately own such legal entity.
(iv) A person who is owned or controlled, in whole or in part, by a person listed in subparagraph subdivision (i) or (ii).
Examples of Qualifying transferee in a sentence
For the avoidance of doubt, Buyer shall not cease to have any rights under this Agreement solely as a result of a Transfer to a Qualifying Transferee, so long as Buyer continues to hold the Pro Rata Percentage required to maintain such rights.
Any Qualifying Transferee shall have all of the rights and powers of Buyer under this Agreement; provided that, to the extent that an Investor Shareholder is required to hold a certain Pro Rata Percentage in order to maintain a right, such Qualifying Transferee shall receive and maintain such right only to the extent that it holds such Pro Rata Percentage.
More Definitions of Qualifying transferee
Qualifying transferee means a Person acquiring shares of Issuer Common Stock in a Qualifying Transfer.
Qualifying transferee means a transferee who acquires a tax credit certificate issued under this chapter for value, in good faith, without actual or constructive notice of a
Qualifying transferee has the meaning set forth in Section 3.4(b).
Qualifying transferee means: any person who is not a person (natural, corporate or governmental) that is itself sanctioned or is connected, directly or indirectly, to any person that is sanctioned under economic and trade sanctions imposed by Australia, the United States of America, the European Union or any other relevant country; or any other person who is approved by the Buyer.
Qualifying transferee means a transferee who
Qualifying transferee means the following: [after existing paragraphs (a) and (b)...]
Qualifying transferee means with respect to a Holder, (a) any Affiliate of such Holder in which such Holder owns or controls, directly or indirectly, on a consolidated basis, more than 66% of the securities having voting power for the election of directors or other governing body thereof or more than 66% of the partnership or other ownership interests therein (other than as a limited partner), (b) any other Person which owns or controls, directly or indirectly, more than 66% of the securities, on a consolidated basis, of such Holder having voting power for the election of directors or other governing body of such first Person or more than 66% of the partnership or other ownership interests therein (other than as a limited partner of such first Person) and (c) subject to Section 2.5, a Person to whom Registrable Securities are transferred by a Holder in an amount equal to or greater than 10% of the outstanding shares of Common Stock in the Company.