GP Affiliate definition

GP Affiliate means any Affiliate of the General Partner, and any partner, member, manager, stockholder, director, officer or agent of the General Partner.
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GP Affiliate shall have the meaning provided by Section 6.6.
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GP Affiliate means any Affiliate of the General Partner.
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Examples of GP Affiliate in a sentence

  • Any and all fees, costs, taxes, and expenses directly or indirectly incurred by such GP Affiliate in connection with the direct or indirect transfer to the Partnership of such Warehoused Investment will be paid by the Partnership as Partnership Expenses.

  • The Partnership may also, directly or indirectly, assume the obligations of the GP Affiliate under any purchase agreement and related documentation relating to the Warehoused Investment.

  • For existing Tenants already occupying a Rental Unit as of the date of enactment of this Article, the Notice of Rights shall be provided prior to the commencement of a new rental term.

  • See Pl. Br. 20-21.Rather, Plaintiff asserts that because Defendants made false statements about how the Merger was negotiated by a Conflicts Committee consisting of purportedly “independent directors,” while concealing Brannon’s association with a Regency GP Affiliate to induce unitholder approval, the LPA should not be construed to preclude a breach of contract claim.

  • In connection with acquiring or purchasing a Warehoused Investment, the Partnership may, directly or indirectly, assume any outstanding indebtedness relating to such Warehoused Investment and may, directly or indirectly, assume any guarantee of such indebtedness, including any guarantee of such indebtedness previously provided by the GP Affiliate.

  • The direct or indirect assumption of any such guarantee and any associated release of the GP Affiliate from its obligations under such guarantee may occur at any time on or after the date of the Partnership’s direct or indirect acquisition or purchase of the Warehoused Investment from such GP Affiliate.

  • When a capital contribution is made, the Partnership issues a number of Units to the contributing Partner based on a price per unit that is equal to the current Net Asset Value of a Unit at the time of such capital contribution.The minimum Initial Subscription accepted from a Person shall be $100,000,000 subject to the General Partner’s right to accept Initial Subscriptions in lesser amounts in its discretion, including without limitation with respect to the GP Affiliate Commitment.

  • Notwithstanding anything to the contrary contained in this Agreement, the Partnership may, directly or indirectly, acquire or purchase from the General Partner or its Affiliates (in each case, a “GP Affiliate”) all or a portion of any investment, assets, or rights, acquired or consummated prior to the date of the Initial Closing by a GP Affiliate with the intent to sell to the Partnership (all or a portion of any such Security, a “Warehoused Investment”).

  • Notwithstanding the foregoing, Spectra MLP shall have no right of access to, and none of SE Transmission and MLP GP shall have any obligation to provide to Spectra MLP, information relating to (a) any information the disclosure of which would jeopardize any privilege available to any Saltville Company, SE Transmission, any SE Transmission Affiliate, MLP GP or any MLP GP Affiliate relating to such information or (b) any information the disclosure of which would result in a violation of Law.

  • Any Warehoused Security is intended to be acquired or purchased, directly or indirectly, by the Partnership from a GP Affiliate within 180 days of the date of the Initial Closing, for a purchase price equal to the cost basis of such Warehoused Investment (less any proceeds received by such GP Affiliate from such Warehoused Investment).


More Definitions of GP Affiliate

GP Affiliate means (i) DCT, (ii) the General Partner, (iii) any person directly or indirectly through one or more entities, beneficially owning an equity interest in the General Partner (excluding shareholders in DCT and their direct and indirect beneficial owners), (iv) any officer, director, or trustee of the foregoing, or (v) any entity controlled by, controlling or under common control with DCT or the General Partner.
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Related to GP Affiliate

  • Non-Affiliate means, for any specified Person, any other Person that is not an Affiliate of the specified Person.

  • BHC Affiliate has the meaning assigned to the term “affiliate” in, and shall be interpreted in accordance with, 12 U.S.C. §1841(k).

  • Downstream Affiliate means an entity whose outstanding Voting Shares were, at the date of issuance of the Qualifying Guarantee, more than 50 per cent. owned, directly or indirectly, by the Reference Entity.

  • Affiliated Party means, with respect to any Purchaser, any person or entity which, directly or indirectly, controls, is controlled by or is under common control with such Purchaser, including, without limitation, any general partner, officer or director of such Purchaser and any venture capital fund now or hereafter existing which is controlled by one or more general partners of, or shares the same management company as, such Purchaser.

  • Controlled Affiliate means any corporation, limited liability company, partnership, joint venture, trust or other entity or enterprise, whether or not for profit, that is directly or indirectly controlled by the Company. For purposes of this definition, “control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of an entity or enterprise, whether through the ownership of voting securities, through other voting rights, by contract or otherwise; provided that direct or indirect beneficial ownership of capital stock or other interests in an entity or enterprise entitling the holder to cast 15% or more of the total number of votes generally entitled to be cast in the election of directors (or persons performing comparable functions) of such entity or enterprise shall be deemed to constitute control for purposes of this definition.

  • Partnership Subsidiary means Host LP and any partnership, limited liability company, or other entity treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes in which either Host REIT or Host LP owns (or owned on or after January 1, 1999) an interest, either directly or through one or more other partnerships, limited liability companies or other entities treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes (whether or not Host REIT or Host LP has a controlling interest in, or otherwise has the ability to control or direct the operation of, such entity). Notwithstanding the foregoing, the term “Partnership Subsidiary” shall not in any way be deemed to include the Non-Controlled Subsidiaries or subsidiaries thereof, the Taxable REIT Subsidiaries or subsidiaries thereof, or the Subsidiary REITs or subsidiaries thereof.

  • affiliated person promoter" and "principal underwriter" as used in the preceding sentence shall have the meanings assigned to each such term in the Investment Company Act of 1940, as amended.

  • Plan Affiliate means any other Person with whom the First Person constitutes or has constituted all or part of a controlled group, or which would be treated or have been treated with the First Person as under common control or whose employees would be or have been treated as employed by the First Person, under Section 414 of the Code or Section 4001(b) of ERISA and any regulations, administrative rulings and case law interpreting the foregoing.

  • Affiliated Entity means any entity controlling, controlled by, or under common control with an Insured.

  • Affiliate of any specified Person means any other Person directly or indirectly controlling or controlled by or under direct or indirect common control with such specified Person. For the purposes of this definition, “control” when used with respect to any specified Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and the terms “controlling” and “controlled” have meanings correlative to the foregoing.

  • Affiliated Entities means any legal entity, including any corporation, limited liability company, partnership, not-for-profit corporation, estate planning vehicle or trust, which is directly or indirectly owned or controlled by the Stockholder or his or her descendants or spouse, of which such Stockholder or his or her descendants or spouse are beneficial owners, or which is under joint control or ownership with any other person or entity subject to a lock-up agreement regarding the Common Stock with terms substantially identical to this Agreement.

  • Controlled Affiliates means with respect to any Person, any other Person that directly or indirectly through one or more intermediaries is Controlled by such Person.

  • Affiliated business entity relationship means a relationship, other than a parent- subsidiary relationship, that exists when

  • BNY Affiliate means any office, branch or subsidiary of The Bank of New York Company, Inc.

  • Section 385 Controlled Partnership has the meaning set forth in Treasury Regulation Section 1.385-1(c)(1) for a “controlled partnership”.

  • Controlling Affiliate means an Affiliate that directly or indirectly Controls the Hotel and/or Controls the entity that Controls the Hotel.

  • Partnership Group Member means any member of the Partnership Group.

  • Excluded Affiliate means any Affiliate of any Agent that is engaged as a principal primarily in private equity, mezzanine financing or venture capital.

  • Participating Affiliate means an Affiliate which has been designated by the Committee in advance of the Purchase Period in question as a corporation whose eligible Permanent Full-Time Employees may participate in the Plan.

  • Permitted Entity means with respect to a Qualified Stockholder (a) a Permitted Trust (as defined below) solely for the benefit of (i) such Qualified Stockholder, (ii) one or more Family Members of such Qualified Stockholder and/or (iii) any other Permitted Entity of such Qualified Stockholder, or (b) any general partnership, limited partnership, limited liability company, corporation or other entity exclusively owned by (i) such Qualified Stockholder, (ii) one or more Family Members of such Qualified Stockholder and/or (iii) any other Permitted Entity of such Qualified Stockholder.

  • Permitted Affiliate means with respect to any Person (a) any Person that directly or indirectly controls such Person, and (b) any Person which is controlled by or is under common control with such controlling Person. As used in this definition, the term “control” of a Person means the possession, directly or indirectly, of the power to vote eighty percent (80%) or more of any class of voting securities of such Person or to direct or cause the direction of the management or policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

  • Excluded Entity means a corporation or other entity of which the holders of voting capital stock of the Company outstanding immediately prior to such transaction are the direct or indirect holders of voting securities representing at least a majority of the votes entitled to be cast by all of such corporation’s or other entity’s voting securities outstanding immediately after such transaction.

  • Controlled Subsidiary means any Subsidiary of the Company, 50% or more of the outstanding equity interests of which are owned by the Company and its direct or indirect Subsidiaries and of which the Company possesses, directly or indirectly, the power to direct or cause the direction of the management or policies, whether through the ownership of voting equity interests, by agreement or otherwise.

  • Restricted Entity means any "employee benefit plan" as defined in and subject to ERISA, any "plan" as defined in and subject to Section 4975 of the Code, or any entity any portion or all of the assets of which are deemed pursuant to United States Department of Labor Regulation Section 2510.3-101 or otherwise pursuant to ERISA or the Code to be, for any purpose of ERISA or Section 4975 of the Code, assets of any such "employee benefit plan" or "plan" that invests in such entity.

  • BNY Mellon Affiliate means any office, branch or subsidiary of The Bank of New York Mellon Corporation.

  • Excluded Entities has the meaning set forth in Section 2.2(b)(iv).