Upstream Transfer definition

Upstream Transfer has the meaning ascribed to such term in Section 4(b).
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Upstream Transfer means (a) with respect to any Investor that is Controlled by an Investment Fund, any direct or indirect transfer, sale, assignment, exchange, gift, pledge, grant of a security interest, conveyance or other disposition of Equity Interests in such Investment Fund (or any Affiliated investment vehicle or other Affiliate thereof) that do not have the right to vote with respect to, or otherwise Control, the day-to-day management activities of such Investment Fund (or investment vehicle or Affiliate), (b) the transfer, sale, assignment, exchange, gift, pledge, grant of a security interest, conveyance or other disposition of any Equity Interests in an Investor, or in any Person Controlling such Investor, which in either case are listed on a national securities exchange and registered under the Exchange Act at the time such Investor became a Member or (c) with respect to any Investor, a transfer, sale, assignment, exchange, gift, pledge, grant of a security interest, conveyance or other disposition of Equity Interests of the ultimate parent entity (through direct or indirect ownership or Control) of such Investor, which ultimate parent entity for purposes of (i) any Investor that is Controlled by an Investment Fund shall include the general partner, managing member or manager of such Investment Fund or of any direct or indirect owner of Equity Interests of such general partner, managing member or manager, and (ii) the TTE Investor shall be the Applicable TotalEnergies Entity.
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Upstream Transfer means a transfer, assignment, or other disposal of any Shareholder Equity.
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Examples of Upstream Transfer in a sentence

  • Notwithstanding anything to the contrary in this Section 8, any Transfer or issuance of shares in Aruze Parent shall not constitute an Upstream Transfer if immediately following such Transfer or issuance Kazuo Okada has the right to directly or indirectly exercise more than fifty percent of the voting power of the shareholders of Aruze Parent.

  • ENVIRONMENTAL REVIEW Under the New York State Environmental Quality Review Act ("SEQRA") (Environmental Conservation Law Article 8), and its implementing regulations (6 NYCRR Part 617 and 16 NYCRR Part 7), the Commission must determine whether the actions it is asked to approve could have a significant adverse impact on the environment.In this instance, the actions under review are the Proposed Transaction and the Upstream Transfer.

  • It is recommended that in countries where an Indigenous Peoples and Local Communities Committee on REDD+ has already been established, that committee should serve as a basis for the composition of the National Steering Committee for the DGM, in order to avoid unnecessary institutional proliferation.

  • Docket Numbers: ER14–1400–001.Applicants: Seneca Generation, LLC.Description: Compliance filing: Informational Filing Regarding Upstream Transfer of Ownership to be effective N/A.Filed Date: 10/18/21.Accession Number: 20211018–5134.

  • Transfer Users shall not be exempt from their obligation in respect of the Natural Gas they deliver for injection at a Point of Entry by calling upon an action or omission of the Connected Upstream Transfer System Operator or the Operator of a Connected System or the action or omission of any other natural or legal person who may have a lawful interest.

  • As the Proposed Transaction and the Upstream Transfer do not meet the requirements for a Type 1 or Type 2 action listed in 6 NYCRR §§ 617.4 and 617.5 or 16 NYCRR § 617.2, they are “unlisted” actions, as defined in 6 NYCRR § 617.2(al).

  • TRANSPORTER: 2193914 CANADA LIMITED By: By: SHIPPER: By: By:  Shipper:2193914 CANADA LIMITED SERVICE INDEX(GTA Pipeline)  Date of Service Agreement:  Number of Service Agreement:  Date of Service Index:  Maximum Daily Quantity:GJ ( MMBtu)  Service Availability Date:  Service Termination Date:  Upstream Transfer Point(s): The points enumerated as such in the CustodyTransfer List or, if Transporter designates one Receipt Point, the one that corresponds to such Receipt Point.

  • Therefore, the Parties respectfully request that the Commission follow its precedent, the Wallkill Presumption, and issue a declaratory ruling stating that the Commission need not review the Upstream Transfer under PSL § 70.In the alternative, the Commission should approve the Upstream Transfer pursuant to PSL §70.

  • Filed Date: 8/28/23 Accession Number: 20230828-5400 Comment Date: 5 pm ET 9/18/23 Docket Numbers: ER23-2717-000 Applicants: NRG Business Marketing LLC Description: Compliance filing: Informational Filing Regarding Upstream Transfer of Ownership to be effective N/A.

  • Case 22-E-0234, Calpine Corp., and ECP ControlCo, LLC, Declaratory Ruling on Upstream Transfer (June 21, 2022) (“2022 Order”).


More Definitions of Upstream Transfer

Upstream Transfer is as defined in Clause 3.1.4. EXECUTION VERSION "Used Laytime" is as defined in Clause 9.12.3.
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Upstream Transfer means, with respect to a CARET Unit Holder (other than SAFE or its Affiliates), any direct or indirect sale, assignment, bequest, conveyance, devise, gift (outright or in trust), pledge, encumbrance, hypothecation, mortgage, exchange, transfer or other disposition or act of alienation of beneficial ownership of Equity Securities or of control of such Member or of another Person in any chain of ownership of Equity Securities or chain of control of such Member, including through direct or indirect sale, conveyance, exchange, assignment, gift, bequest, hypothecation, pledge, issuance, grant of a security interest or other transfer, issuance or disposition by any other means of equity interests or of control of one or more other Persons directly or indirectly controlling or beneficially owning any Equity Securities in such Member.
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Related to Upstream Transfer

  • Type II transfer means that phrase as defined under Section 3 of the Executive Organization Act of 1965, 1965 PA 380, MCL 16.103.

  • Excluded Transfer means any transfer of VRDP Shares (1) to a TOB Trust in which BANA and/or its Affiliates collectively own all of the residual interests, (2) in connection with a distribution in-kind to the holders of securities of or receipts representing an ownership interest in any TOB Trust in which BANA and/or its Affiliates collectively own all of the residual interests, (3) in connection with a repurchase financing transaction or (4) relating to a collateral pledge arrangement.

  • Asset Transfer means a sale, lease, exclusive license or other disposition of all or substantially all of the assets of the Company.

  • Permitted Transfer has the meaning set forth in Section 10.02.

  • IDR Transfer Agreement means an agreement to transfer, subject to the terms of Tariff, Part VI, section 237, Incremental Deliverability Rights to a party for the purpose of eliminating or reducing the need for Local or Network Upgrades that would otherwise have been the responsibility of the party receiving such rights. Immediate-need Reliability Project: “Immediate-need Reliability Project” shall have the same meaning provided in the Operating Agreement.

  • Deportation or forcible transfer of population means forced displacement of the persons concerned by expulsion or other coercive acts from the area in which they are lawfully present, without grounds permitted under international law;

  • Custody transfer means the transfer of produced crude oil and/or condensate, after processing and/or treating in the producing operations, from storage tanks or automatic transfer facilities to pipelines or any other forms of transportation.

  • Title Transfer means the transfer of title to Gas between two (2) Shippers at a Delivery Point, provided that each such party has executed a Transportation Service Agreement, or the transfer of title to Gas between two (2) Shippers at ATP, provided each such party has executed either a Transportation Service Agreement or a Title Transfer Agreement.

  • Restricted Transfer a transfer of Personal Data which is undergoing processing or which is intended to be processed after transfer, to a country or territory to which such transfer is prohibited or subject to any requirement to take additional steps to adequately protect the Personal Data processed under this Agreement for the transfer to be lawful under the Data Protection Legislation;

  • Transfer Any direct or indirect transfer or sale of any Ownership Interest in a Residual Certificate.

  • Transfer Form means a standardized form prescribed by the Management Company to be duly filed by the investor to transfer Units and will be stated in this Offering Document.

  • Transfer of ownership Includes, but is not limited to, the conveyance of a Mortgaged Property, whether legal or equitable, voluntary or involuntary, by any of the following methods:

  • Permitted Transfers has the meaning set forth in Section 4.2.17(d).

  • Pass-Through Transfer The sale or transfer of some or all of the Mortgage Loans to a trust to be formed as part of a publicly-issued and/or privately placed, rated or unrated, mortgage pass-through transaction, retaining the Company as "servicer" (with or without a master servicer) thereunder.

  • Balance Transfer means a transfer of the debit balance on any credit card held with any credit card issuer or any account with other banks (other than the Bank) to a Card Account;

  • Whole Loan Transfer Any sale or transfer of some or all of the Mortgage Loans, other than a Securitization Transaction.

  • prospective sale means a sale which is intended to be made in the future, upon the occurrence of a stated event, whether or not the occurrence of the event is certain;