Reorganization TRA Parties definition

Reorganization TRA Parties means the persons listed on Annex C.
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Reorganization TRA Parties means the KKR Reorganization TRA Parties, the KKR Co-Invest Reorganization TRA Parties, the SLP Reorganization TRA Parties and the TCV Reorganization TRA Parties.
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Reorganization TRA Parties means the “TRA Parties” as defined in the Reorganization TRA.
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Examples of Reorganization TRA Parties in a sentence

  • The adjustment for carers also failed to meet expectations, as the original intention to enshrine the entitlement of these persons to a home-office was changed only to the possibility of applying for it with no guarantee that the employer would grant it.

  • By: Name: Title: Annex A Blocker Entity GGOF EHL Blocker, LLC Annex B Exchange TRA Parties Bon Secours Mercy Health Innovations LLC EHL Acquisition Holdings, LLC EHL Management Investors, LLC Annex C Reorganization TRA Parties [EHL Co-Investor Aggregator, L.P.]1 1 NTD: Name to be confirmed.

Related to Reorganization TRA Parties

  • Reorganization Transactions shall have the meaning set forth in the recitals.

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

  • Reorganization Plan means a plan of reorganization in any of the Cases.

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Separation Transactions has the meaning set forth in the Separation and Distribution Agreement.

  • Separation Transaction means the sale or separation of the non-television business of the Holding Company in whole or in part, whether by asset sale or otherwise.

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Business Combination Transaction means:

  • Pre-Closing Restructuring has the meaning specified in Section 6.14(a).

  • Acquisition Transaction has the meaning set forth in Section 5.09(a).

  • Corporate Reorganization means any change in the legal existence of any Obligor (other than a Capital Reorganization) including by way of amalgamation, merger, winding up, continuance or plan of arrangement.

  • Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.

  • Reorganization Securities has the meaning set forth in Section 6.9 hereof.

  • Reorganization Documents means the Reorganization Agreement, this Agreement, the Tax Receivable Agreement, the Exchange Agreement, the Registration Rights Agreement, the Clear Secure Subscription Agreement and the MIP.

  • Reorganization Event has the meaning specified in Section 5.6(b).

  • Permitted Reorganization means any reorganizations and other activities related to tax planning and tax reorganization, so long as, after giving effect thereto, the enforceability of the Note Guarantees, taken as a whole, are not materially impaired.

  • Capital Reorganization shall have the meaning set forth in Section 4.3.

  • Bank Merger Agreement has the meaning set forth in Section 6.10.

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Distribution Transaction means any distribution of equity securities of a Subsidiary of the Company to holders of Common Stock, whether by means of a spin-off, split-off, redemption, reclassification, exchange, stock dividend, share distribution, rights offering or similar transaction.

  • Proposed Acquisition Transaction means, with respect to a SpinCo, a transaction or series of transactions (or any agreement, understanding or arrangement, within the meaning of Section 355(e) of the Code and Treasury Regulations Section 1.355-7, or any other Treasury Regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by the management or shareholders of such SpinCo, is a hostile acquisition, or otherwise, as a result of which such SpinCo would merge or consolidate with any other Person or as a result of which any Person or Persons would (directly or indirectly) acquire, or have the right to acquire, from such SpinCo and/or one or more holders of outstanding shares of Capital Stock of such SpinCo, a number of shares of Capital Stock of such SpinCo that would, when combined with any other changes in ownership of Capital Stock of such SpinCo pertinent for purposes of Section 355(e) of the Code, comprise 45% or more of (a) the value of all outstanding shares of stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series, or (b) the total combined voting power of all outstanding shares of voting stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series. Notwithstanding the foregoing, a Proposed Acquisition Transaction shall not include (i) the adoption by such SpinCo of a shareholder rights plan or (ii) issuances by such SpinCo that satisfy Safe Harbor VIII (relating to acquisitions in connection with a person’s performance of services) or Safe Harbor IX (relating to acquisitions by a retirement plan of an employer) of Treasury Regulations Section 1.355-7(d). For purposes of determining whether a transaction constitutes an indirect acquisition, any recapitalization resulting in a shift of voting power or any redemption of shares of stock shall be treated as an indirect acquisition of shares of stock by the non-exchanging shareholders. This definition and the application thereof is intended to monitor compliance with Section 355(e) of the Code and shall be interpreted accordingly. Any clarification of, or change in, the statute or Treasury Regulations promulgated under Section 355(e) of the Code shall be incorporated into this definition and its interpretation.

  • Existing Stockholders means the stockholders of the Corporation immediately prior to the IPO as listed on Schedule A (including the Existing Stockholders Representative in its capacity as an Existing Stockholder) together with any Permitted Assignees.