Common use of Creation of Subsidiaries Clause in Contracts

Creation of Subsidiaries. (a) It will not, and will not permit any of its Restricted Subsidiaries to, at any time (i) create or acquire any Restricted Subsidiary unless (A) it has caused such Restricted Subsidiary to comply with the requirements of Sections 5.10 and 5.11, and (B) such creation or acquisition complies with Sections 6.04 and 6.05; or (ii) create or acquire any Unrestricted Subsidiary or Joint Venture except as permitted pursuant to Section 6.04; or (iii) designate any Subsidiary as an Unrestricted Subsidiary except in accordance with the definition of “Unrestricted Subsidiary”; or (iv) redesignate any Unrestricted Subsidiary as a Restricted Subsidiary except in accordance with the definition of “Restricted Subsidiary”. Notwithstanding the foregoing, it will not permit any Unrestricted Subsidiary to own, directly or indirectly, any Equity Interests in any Restricted Subsidiary; and

Appears in 3 contracts

Samples: Credit Agreement, Credit Agreement (Genesis Energy Lp), Credit Agreement (Genesis Energy Lp)

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Creation of Subsidiaries. (a) It will not, and will not permit any of its Restricted Subsidiaries subsidiaries or Joint Ventures to, at any time (i) create or acquire any vv) Restricted Subsidiary unless (A1) such Restricted Subsidiary is a Wholly Owned Subsidiary of Borrower (or, in the case of Finance Co or NEJD SPE 1, a Wholly Owned Subsidiary of the Parent), (2) it has caused such Restricted Subsidiary to comply with the requirements of Sections 5.10 and 5.11, and (B3) such creation or acquisition complies with Sections 6.04 and 6.05Section 6.04; or (iiww) create or acquire any Unrestricted Subsidiary or Joint Venture except as permitted pursuant to Section 6.04; or xx) any Foreign Subsidiary (iiiother than the First Amendment Foreign Subsidiaries) designate any Subsidiary as an Unrestricted Subsidiary except in accordance with without the definition prior written consent of “Unrestricted Subsidiary”; or (iv) redesignate any Unrestricted Subsidiary as a Restricted Subsidiary except in accordance with the definition of “Restricted Subsidiary”Required Lenders. Notwithstanding the foregoing, it will not permit any Unrestricted Subsidiary to own, directly or indirectly, any Equity Interests in any Restricted Subsidiary; and.

Appears in 1 contract

Samples: Credit Agreement (Genesis Energy Lp)

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Creation of Subsidiaries. (a) It will not, and will not permit any of its Restricted Subsidiaries subsidiaries or Joint Ventures to, at any time (i) create or acquire any (a) Restricted Subsidiary unless (Ai) such Restricted Subsidiary is a Wholly Owned Subsidiary of Borrower (or, in the case of Finance Co, a Wholly Owned Subsidiary of the Parent), (b) it has caused such Restricted Subsidiary to comply with the requirements of Sections 5.10 and 5.11, and (Biii) such creation or acquisition complies with Sections 6.04 and 6.05Section 6.04; or (iib) create or acquire any Unrestricted Subsidiary or Joint Venture except as permitted pursuant to Section 6.04; or (iiic) designate any Foreign Subsidiary as an Unrestricted Subsidiary except in accordance with without the definition prior written consent of “Unrestricted Subsidiary”; or (iv) redesignate any Unrestricted Subsidiary as a Restricted Subsidiary except in accordance with the definition of “Restricted Subsidiary”Required Lenders. Notwithstanding the foregoing, it will not permit any Unrestricted Subsidiary to own, directly or indirectly, any Equity Interests in any Restricted Subsidiary; and.

Appears in 1 contract

Samples: Credit Agreement (Genesis Energy Lp)

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