Substitution of Your Wholly-Owned Subsidiary Sample Clauses

Substitution of Your Wholly-Owned Subsidiary. You shall have the right to substitute one of your wholly-owned subsidiaries as the holder of any of the Substitute Notes to be delivered to you hereunder, by written notice delivered to the Company, which notice shall be signed by you and such subsidiary, shall contain such subsidiary's agreement to be bound by this Agreement and shall contain a confirmation by such subsidiary of the accuracy with respect to it of the representations contained in Section 1.5, provided that such confirmation may contain -76- 81 a statement to the effect that such subsidiary shall at all times have the right to transfer the Substitute Notes being delivered to it to you. The Company agrees that, upon receipt of any such notice, whenever the word "you" is used in this Agreement (other than this Section) such word shall be deemed to refer to such subsidiary in lieu of you. In the event that such subsidiary is so substituted hereunder and thereafter transfers its Substitute Notes or any portion thereof to you, upon receipt by the Company of notice of such transfer, whenever the word "you" is used in this Agreement (other than in this Section) such word shall be deemed to refer to such subsidiary only to the extent it retains any portion of the Substitute Notes, and shall be deemed to refer to you to the extent you own all or any portion of the Substitute Notes, and you and such subsidiary to such extents shall each have all the rights of an original holder of Substitute Notes under this Agreement.
Sample 1
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Related to Substitution of Your Wholly-Owned Subsidiary

  • Wholly Owned Subsidiary As to the Borrower, any Subsidiary of Borrower that is directly or indirectly owned 100% by the Borrower.

  • Wholly-Owned Subsidiaries Nothing herein shall be construed as preventing the amalgamation or merger of any wholly-owned direct or indirect subsidiary of Parent with or into Parent or the winding-up, liquidation or dissolution of any wholly-owned subsidiary of Parent provided that all of the assets of such subsidiary are transferred to Parent or another wholly-owned direct or indirect subsidiary of Parent and any such transactions are expressly permitted by this Article 10.

  • Financial Attributes of Non-Wholly Owned Subsidiaries When determining the Applicable Margin and compliance by the Borrower with any financial covenant contained in any of the Loan Documents, only the Ownership Share of the Borrower of the financial attributes of a Subsidiary that is not a Wholly Owned Subsidiary shall be included when including financial information from a Subsidiary that is not a Wholly Owned Subsidiary.

  • Subsidiaries and Predecessor Corporations The Company does not have any predecessor corporation(s) or subsidiaries, and does not own, beneficially or of record, any shares of any other corporation.

  • Subsidiary For purposes of this Agreement, the term “subsidiary” means any corporation or limited liability company of which more than 50% of the outstanding voting securities or equity interests are owned, directly or indirectly, by the Company and one or more of its subsidiaries, and any other corporation, limited liability company, partnership, joint venture, trust, employee benefit plan or other enterprise of which Indemnitee is or was serving at the request of the Company as a director, officer, employee, agent or fiduciary.

  • U.S. Real Property Holding Corporation The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.

  • The Surviving Corporation Section 3.01.

  • Surviving Corporation 6 Tax...........................................................................17

  • SUCCESSOR TO THE HOLDING COMPANY The Holding Company shall require any successor or assignee, whether direct or indirect, by purchase, merger, consolidation or otherwise, to all or substantially all the business or assets of the Institution or the Holding Company, expressly and unconditionally to assume and agree to perform the Holding Company's obligations under this Agreement, in the same manner and to the same extent that the Holding Company would be required to perform if no such succession or assignment had taken place.

  • Real Property Holding Corporation The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.

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