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.

  • 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.

  • 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.

  • 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.

  • Such measurements need not be made at the Upstream Transfer Point(s) if the Upstream Tariff(s) provide(s) for other means of measuring the gas characteristics.

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

  • Such designation shall be made in the form of a whole percentage or an exact stated dollar amount.

  • Rawings Otini, “Kenya Among Africa’s Top Spenders on Military,” Business Daily, November 1, 2012, available at <http://www.businessdailyafrica.com/Kenya- among-Africa-s-top-spenders-on-military-/-/539546/1609528/-/p833jtz/-/index.html>.

  • Teaching in Higher Education, 6(2) pp 269-274.Having minimum standards is good practice, and a good idea to separate different types of feedback (different types of assessment).

  • 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).


More Definitions of Upstream Transfer

Upstream Transfer means a transfer, assignment, or other disposal of any Shareholder Equity. “US GAAP” shall mean generally accepted accounting principles in the United States of America. “Valuation Expert” shall mean an independent financial firm not affiliated or associated with any Shareholder, with an internationally-recognized accounting or investment banking practice having expert knowledge with respect to the valuation of companies in the chemical and petrochemical production and product marketing business. “Valuation Notice” shall have the meaning set forth in Annex D (Acquisition of Ownership Interests). “Valued Interest” shall have the meaning set forth in Annex D (Acquisition of Ownership Interests). “VP – Business and Services” shall have the meaning set forth in Section 12.1(a) (The Management Team and Senior Officers). “VP – Industrial Relations” shall have the meaning set forth in Section 12.1(a) (The Management Team and Senior Officers). “VP – Manufacturing and Engineering” shall have the meaning set forth in Section 12.1(a) (The Management Team and Senior Officers). “Willful Misconduct” shall mean any willful act or omission of a Person (including the willful breach of this Agreement) that is intended to cause, or is in reckless [***] Confidential treatment has been requested. The redacted material has been separately filed with the Commission. - 26 - disregard of or wanton indifference to, the consequences that such act or omission would have on the rights, business, operations, health, or safety of another Person.
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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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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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Related to Upstream Transfer

  • Signaling Transfer Point (“STP”) means a signaling point that performs message routing functions and provides information for the routing of messages between signaling points within or between CCIS networks. An STP transmits, receives and processes CCIS messages.

  • 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.

  • Exempt Transfer means, in relation to shares held by a member:

  • Data Transfer means the copying or transmission of electronic information that does not alter the content, context, or structure of a record from 1 medium to another medium.

  • 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.

  • 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.

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

  • Share Transfer Agreement means the share transfer agreement, in the agreed form, between the partners in the Company;

  • Proposed Transfer means any assignment, sale, offer to sell, pledge, mortgage, hypothecation, encumbrance, disposition of or any other like transfer or encumbering of any Transfer Stock (or any interest therein) proposed by any of the Stockholders.