Transactions with Other Related Parties Clause Samples

The 'Transactions with Other Related Parties' clause governs how a party may engage in business dealings with entities or individuals that have a close relationship to them, such as affiliates, subsidiaries, or family members. Typically, this clause requires that any such transactions be conducted on terms no less favorable than those available in comparable arms-length transactions, and may mandate disclosure or approval by disinterested parties. Its core function is to prevent conflicts of interest and ensure that all transactions are fair and transparent, thereby protecting the interests of all parties involved.
Transactions with Other Related Parties. (i) During fiscal 2014, 2013 and 2012 the following amounts were incurred with respect to the Company's non-management directors of the Company: Professional fees 123,000 126,000 121,750 Share-based compensation - - 1,534,250 As at August 31, 2014, $20,000 (2013 - $32,500) of the above amounts remained unpaid and has been included in accounts payable and accrued liabilities. (ii) During fiscal 2014 the Company incurred a total of $58,300 (2013 - $48,650; 2012 - $48,000) to Chase Management Ltd. ("Chase") for accounting and administration services provided by Chase personnel, excluding the CFO and $4,020 (2013 - $4,475; 2012 - $4,800) for rent. Chase is a private corporation owned by the CFO of the Company. As at August 31, 2014, $3,335 (2013 - $4,085) remained unpaid and has been included in accounts payable and accrued liabilities.
Transactions with Other Related Parties. Our other related parties include (i) principal owners and their affiliated entities and (ii) entities in which we hold investments and account for under the equity method of accounting (see Note 9 for information regarding such entities). We recognize as our principal owners entities that have a designated representative on the board of directors of PAGP GP and/or own greater than 10% of the limited partner interests in AAP. Such limited partner interests in AAP translates into a significantly smaller indirect ownership interest in PAA. We also consider subsidiaries or funds identified as affiliated with principal owners to be related parties. As of December 31, 2019, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Capital Advisors, L.P. was a principal owner. Through various transactions by an affiliate of The Energy & Minerals Group (“EMG”) in May 2019, EMG’s limited partner interest in AAP was significantly reduced, which caused EMG to lose its right to designate a representative on the board of directors of PAGP GP. As a result, EMG’s board designee, ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, was automatically removed from the PAGP GP board. Subsequent to such removal, ▇▇. ▇▇▇▇▇▇▇ was elected to continue to serve as a director of the PAGP GP board. Additionally, as a result of various transactions by Oxy in September 2019, Oxy no longer holds a limited partner interest in AAP and lost its right to designate a representative on the board of directors of PAGP GP. As a result, ▇▇▇’s board designee, ▇▇▇▇▇ ▇▇▇▇▇, was automatically removed from the PAGP GP board. Following these transactions, we no longer recognize EMG or Oxy as a principal owner. During the three years ended December 31, 2019, we recognized sales and transportation revenues, purchased petroleum products and utilized transportation services from our principal owners and their affiliated entities and our equity method investees. These transactions were conducted at posted tariff rates or prices that we believe approximate market. Included in these transactions was a crude oil buy/sell agreement that includes a multi-year minimum volume commitment. The impact to our Consolidated Statements of Operations from these transactions is included below (in millions): Revenues from related parties(1)(2) . . . . . . . . . . . . . . . . . . $692 $1,067 $927 Purchases and related costs from related parties(2) . . . . . . . $223 $ 410 $286
Transactions with Other Related Parties. Our other related parties include (i) principal owners and their affiliated entities and (ii) entities in which we hold investments and account for under the equity method of accounting (see Note 9 for information related to these investments). We recognize as our principal owners entities that have a designated representative on the board of directors of PAGP GP and/ or own greater than 10% of the limited partner interests in AAP. Such limited partner interest in AAP translates into a significantly smaller indirect ownership interest in PAA. Principal owners include Oxy, The Energy & Minerals Group and ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Capital Advisors, L.P. We also consider subsidiaries or funds identified as affiliated with such entities to be related parties. During the three years ended December 31, 2018, we recognized sales and transportation revenues and purchased petroleum products from both our principal owners and our equity method investees. These transactions were conducted at posted tariff rates or prices that we believe approximate market. Included in these transactions was a crude oil buy/sell agreement that includes a multi-year minimum volume commitment. The impact to our Consolidated Statements of Operations from these transactions is included below (in millions): Revenues from related parties (1) (2) $ 1,067 $ 927 $ 678 Purchases and related costs from related parties (2) $ 410 $ 286 $ 360
Transactions with Other Related Parties. Our other related parties include (i) entities in which we hold investments and account for under the equity method of accounting (see Note 9 for information regarding such entities) and (ii) principal owners and their affiliated entities. We recognize as our principal owners entities that have a designated representative on the board of directors of PAGP GP and/or own greater than 10% of the limited partner interests in AAP. Such limited partner interests in AAP translate into a significantly smaller indirect ownership interest in PAA. We also consider subsidiaries or funds identified as affiliated with principal owners to be related parties. As of December 31, 2022, no entities met the criteria to be recognized as a principal owner. In August 2021, the board of directors of PAGP GP approved and adopted an amendment to PAGP GP's limited liability company agreement (the “Amendment”) which eliminated all previously negotiated “director designation” rights and requires that all directors be subject to public election, including ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Capital Advisors, L.P.'s (“▇▇▇▇▇ ▇▇▇▇▇▇▇▇”) legacy contractual right to designate an individual to serve on the PAGP GP board without being subject to public election. The Amendment also eliminated all previously negotiated rights, including ▇▇▇▇▇ ▇▇▇▇▇▇▇▇'▇ right, to appoint a PAGP GP board observer under certain circumstances. As a result of these changes, we no longer recognize ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and its affiliates as related parties. During the three years ended December 31, 2022, we recognized sales and transportation revenues, purchased petroleum products and utilized transportation and storage services from our related parties. These transactions were conducted at posted tariff rates or prices that we believe approximate market. The impact to our Consolidated Statements of Operations from these transactions is included below (in millions): Revenues from related parties (1) $ 45 $ 33 $ 46 Purchases and related costs from related parties (1) $ 365 $ 385 $ 451

Related to Transactions with Other Related Parties

  • Transactions with Related Parties Enter into or be a party to any transaction or arrangement, including, without limitation, the purchase, sale lease or exchange of property or the rendering of any service, with any Related Party, except in the ordinary course of and pursuant to the reasonable requirements of the Borrower's or the applicable Subsidiary's business and upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary than would obtain in a comparable arm's-length transaction with a Person not a Related Party.

  • Transactions with Related Persons Except as set forth on Schedule 4.21, no Target Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target Company, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target Company), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Company in the ordinary course of business consistent with past practice) any Related Person or any Person in which any Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Company has outstanding any Contract or other arrangement or commitment with any Related Person, and no Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target Company. The assets of the Target Companies do not include any receivable or other obligation from a Related Person, and the liabilities of the Target Companies do not include any payable or other obligation or commitment to any Related Person.

  • TRANSACTIONS WITH OTHER INVESTMENT ADVISERS The Advisor is not an affiliated person of any investment adviser responsible for providing advice with respect to any other series of the Trust, or of any promoter, underwriter, officer, director, member of an advisory board or employee of any other series of the Trust. The Advisor shall not consult with the investment adviser of any other series of the Trust concerning transactions for the Fund or any other series of the Trust.

  • Transactions with Interested Persons Unless prohibited by the charter ------------------------------------ documents of any Member and unless entered into in bad faith, no contract or transaction between the Company and one or more of its Managers or Members, or between the Company and any other corporation, partnership, association or other organization in which one or more of its Managers or Members have a financial interest or are directors, partners, Managers or officers, shall be voidable solely for this reason or solely because such Manager or Member was present or participated in the authorization of such contract or transaction if: (a) the material facts as to the relationship or interest of such Manager or Member and as to the contract or transaction were disclosed or known to the other Managers (if any) or Members and the contract or transaction was authorized by the disinterested Managers (if any) or Members; or (b) the contract or transaction was fair to the Company as of the time it was authorized, approved or ratified by the disinterested Managers (if any) or Members; and no Manager or Member interested in such contract or transaction, because of such interest, shall be considered to be in breach of this Agreement or liable to the Company, any Manager or Member, or any other person or organization for any loss or expense incurred by reason of such contract or transaction or shall be accountable for any gain or profit realized from such contract or transaction.

  • Transactions with Certain Persons Except as set forth on Schedule --------------------------------- 5.22, no officer, director or employee of the Company, nor any member of any such person's immediate family, is presently a party to any transaction with the Company, including without limitation, any contract, agreement or other arrangement(1) providing for the furnishing of services by, (2) providing for the rental of real or personal property from, or (3) otherwise requiring payments to (other than for services as officers, directors or employees of the Company ) any such person or corporation, partnership, trust or other entity in which any such person has an interest as a shareholder, officer, director, trustee or partner.