Common use of Designation of Restricted and Unrestricted Subsidiaries Clause in Contracts

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall be deemed to be an Investment made as of the time of the designation. That designation shall be permitted only if the Investment would be permitted at that time under Section 4.07 hereof and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.”

Appears in 5 contracts

Samples: Indenture (American Airlines Inc), Supplemental Indenture (American Airlines, Inc.), Indenture (American Airlines Inc)

AutoNDA by SimpleDocs

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Company may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will only be permitted only if the applicable Restricted Subsidiary meets the definition of an Unrestricted Subsidiary and if such Investment would be permitted at that time under time, either pursuant to (a) Section 4.07 hereof and if the Restricted Subsidiary otherwise meets or (b) the definition of an “Unrestricted SubsidiaryPermitted Investment.

Appears in 4 contracts

Samples: Indenture (PDC Energy, Inc.), Indenture (PDC Energy, Inc.), Indenture (SYNERGY RESOURCES Corp)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Parent may designate any Restricted Subsidiary of the Company (other than a Guarantorthe Company) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company Parent and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall be deemed to be an Investment made as of the time of the designation. That designation shall be permitted only if the Investment would be permitted at that time under Section 4.07 hereof and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.”

Appears in 4 contracts

Samples: Supplemental Indenture (American Airlines, Inc.), Indenture (American Airlines, Inc.), Indenture (American Airlines, Inc.)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Company may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will only be permitted only if the applicable Restricted Subsidiary meets the definition of an Unrestricted Subsidiary and if such Investment would be permitted at that time under time, either pursuant to Section 4.07 hereof and if the Restricted Subsidiary otherwise meets or the definition of an “Unrestricted SubsidiaryPermitted Investment.

Appears in 3 contracts

Samples: Indenture (Rex Energy Corp), Supplemental Indenture (Rex Energy Corp), Supplemental Indenture (Rex Energy Corp)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of Parent may designate any Restricted Subsidiary of the Company it (other than a GuarantorCo-Borrower) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company Parent and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will be permitted only if the Investment would be permitted at that time under Section 4.07 hereof 6.01 and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.”

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Continental Airlines, Inc.), Credit and Guaranty Agreement (United Air Lines Inc), Credit and Guaranty Agreement (United Airlines, Inc.)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors may designate any Restricted Subsidiary of the Company Issuer (other than a the Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will be permitted only if the Investment would be permitted at that time under Section 4.07 4.2 hereof and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.”

Appears in 3 contracts

Samples: Third Supplemental Indenture (United Airlines, Inc.), Supplemental Indenture (United Airlines, Inc.), Fourth Supplemental Indenture (United Airlines, Inc.)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary of the Company it (other than a the Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will be permitted only if the Investment would be permitted at that time under Section 4.07 hereof 4A.01 and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.”

Appears in 2 contracts

Samples: Indenture (United Air Lines Inc), Amended And (Continental Airlines, Inc.)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Company may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary of the Company is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value fair market value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary shall will be deemed to be either an Investment made as of the time of the designationdesignation that will reduce the amount available for Restricted Payments under Section 4.07 hereof or represent Permitted Investments under one or more clauses of the definition of Permitted Investments, as determined by the Company. That designation shall will only be permitted only if the Investment would be permitted at that time under Section 4.07 hereof and if the Restricted Subsidiary so designated otherwise meets the definition of an Unrestricted Subsidiary.

Appears in 2 contracts

Samples: Supplemental Indenture (CVR Energy Inc), Supplemental Indenture (CVR Energy Inc)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Company may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall be deemed to be an Investment made as of the time of the designation. That designation shall only be permitted only if the applicable Restricted Subsidiary meets the definition of an Unrestricted Subsidiary and if such Investment would be permitted at that time under time, either pursuant to (i) Section 4.07 hereof and if the Restricted Subsidiary otherwise meets or (ii) the definition of an “Unrestricted SubsidiaryPermitted Investment.

Appears in 2 contracts

Samples: Indenture (Kodiak Oil & Gas Corp), Supplemental Indenture (Kodiak Oil & Gas Corp)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors may designate any Restricted Subsidiary of the Company UAL (other than a the Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will be permitted only if the Investment would be permitted at that time under Section 4.07 4.2 hereof and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.”

Appears in 2 contracts

Samples: First Supplemental Indenture (United Airlines, Inc.), Second Supplemental Indenture (United Airlines, Inc.)

Designation of Restricted and Unrestricted Subsidiaries. (ai) The Board of Directors may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a DefaultTriggering Event; provided that in no event shall the business currently operated by the Company be transferred to or held by an Unrestricted Subsidiary. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value fair market value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary shall be deemed to be an Investment made as of the time of the designationdesignation and shall reduce the amount available for Restricted Payments under Article V, Section 4(a)(i) (under the heading "Restricted Payments"). That designation shall only be permitted only if the Investment would be permitted at that time under Section 4.07 hereof and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary.

Appears in 1 contract

Samples: Illinois Power Co

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value fair market value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary shall will be deemed to be an a Restricted Investment made as of the time of the designation. That such designation shall and that designation will only be permitted only if the such Investment would be permitted at that time under Section 4.07 hereof and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary.

Appears in 1 contract

Samples: Indenture (Keystone Marketing Services Inc)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Company may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will only be permitted only if the applicable Restricted Subsidiary meets the definition of an Unrestricted Subsidiary and if such Investment would be permitted at that time under time, either pursuant to (1) Section 4.07 hereof and if the Restricted Subsidiary otherwise meets 3.3 or (2) the definition of an “Unrestricted SubsidiaryPermitted Investment.

Appears in 1 contract

Samples: Indenture (Triangle Petroleum Corp)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Company may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will only be permitted only if the applicable Restricted Subsidiary meets the definition of an Unrestricted Subsidiary and if such Investment would be permitted at that time under time, either pursuant to (i) Section 4.07 hereof and if the Restricted Subsidiary otherwise meets 10.8 or (ii) the definition of an “Unrestricted SubsidiaryPermitted Investment.

Appears in 1 contract

Samples: Fourth Supplemental Indenture (Oasis Petroleum Inc.)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors may designate any Restricted Subsidiary of the Company (other than a the Significant Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall be deemed to be an Investment made as of the time of the designation. That designation shall be permitted only if the Investment would be permitted at that time under Section 4.07 4.2 hereof and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.”

Appears in 1 contract

Samples: First Supplemental Indenture (Allegiant Travel CO)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Company may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation the Subsidiary meets or would not cause a Defaultmeet the definition of an “Unrestricted Subsidiary” and if no Default shall occur immediately after giving effect to such designation. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time date of designation and will reduce the designationamount available for Restricted Payments under paragraphs (a) or (b) of Section 4.07 (“Restricted Payments”) or Permitted Investments, as determined by the Company. That designation shall will only be permitted only if the Investment would be permitted at that time under Section 4.07 hereof and if the Restricted such Subsidiary otherwise meets the definition of an Unrestricted Subsidiary.

Appears in 1 contract

Samples: Indenture (Pioneer Drilling Co)

AutoNDA by SimpleDocs

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors may designate any Restricted Subsidiary of the Company UAL (other than a the Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will be permitted only if the Investment would be permitted at that time under Section 4.07 4A.01 hereof and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.”

Appears in 1 contract

Samples: Second Supplemental Indenture (United Airlines, Inc.)

Designation of Restricted and Unrestricted Subsidiaries. (a) The After the Closing Date, the Board of Directors of the Parent may designate any Restricted Subsidiary of the Company (other than a Guarantor) it to be an Unrestricted Subsidiary (other than the Borrower) if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company Parent and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will be permitted only if the Investment would be permitted at that time under Section 4.07 hereof 6.01 and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.” 108

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Republic Airways Holdings Inc)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value fair market value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of such designation and will reduce the designationamount available for Restricted Payments under clauses (i) through (iv) of Section 1.01(15)(d) of this Supplemental Indenture or reduce the amount available for future Investments under one or more clauses of the definition of Permitted Investments, as the Company shall determine. That designation shall will only be permitted only if the such Investment would be permitted at that time under Section 4.07 hereof and if the such Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.”the

Appears in 1 contract

Samples: Supplemental Indenture (Polaroid Corp)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Company may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall be deemed to be an Investment made as of the time of the designation. That designation shall only be permitted only if the applicable Restricted Subsidiary meets the definition of an Unrestricted Subsidiary and if such Investment would be permitted at that time under time, either pursuant to Section 4.07 hereof and if the Restricted Subsidiary otherwise meets or the definition of an “Unrestricted SubsidiaryPermitted Investment.

Appears in 1 contract

Samples: Indenture (Kodiak Oil & Gas Corp)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the General Partner may designate any Restricted Subsidiary of the Company (other than a Guarantor) Partnership to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary of the Partnership is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value fair market value of all outstanding Investments owned by the Company Partnership and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary shall will be deemed to be either an Investment made as of the time of the designationdesignation that will reduce the amount available for Restricted Payments under Section 4.07(a) hereof or represent Permitted Investments under one or more clauses of the definition of Permitted Investments as determined by the Partnership. That designation shall will only be permitted only if the Investment would be permitted at that time under Section 4.07 hereof and if the Restricted Subsidiary so designated otherwise meets the definition of an Unrestricted Subsidiary.

Appears in 1 contract

Samples: Supplemental Indenture (CVR Energy Inc)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Company may designate any Restricted Subsidiary of the Company (other than a Guarantor) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will only be permitted only if the applicable Restricted Subsidiary meets the definition of an Unrestricted Subsidiary and if such Investment would be permitted at that time under time, either pursuant to (i) Section 4.07 hereof and if the Restricted Subsidiary otherwise meets or (ii) the definition of an “Unrestricted SubsidiaryPermitted Investment.

Appears in 1 contract

Samples: Indenture (Oasis Petroleum Inc.)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of Parent may designate any Restricted Subsidiary of the Company it (other than a Guarantorthe Borrower) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company Parent and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will be permitted only if the Investment would be permitted at that time under Section 4.07 hereof 6.01 and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.” 102

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (United Airlines, Inc.)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Borrower may designate any Restricted Subsidiary of the Company (other than a Guarantor) it to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company Borrower and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will be permitted only if the Investment would be permitted at that time under Section 4.07 hereof 6.01 and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.”

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Jetblue Airways Corp)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Parent may designate any Restricted Subsidiary of the Company it (other than a Guarantorthe Borrower) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company Parent and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designation. That designation shall will be permitted only if the Investment would be permitted at that time under Section 4.07 hereof 6.01 and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.”

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Hawaiian Holdings Inc)

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Company may designate any Restricted Subsidiary of the Company (other than a GuarantorRestricted Subsidiary owning Collateral) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary of the Company is designated as an Unrestricted Subsidiary, the aggregate Fair Market Value of all outstanding Investments owned by the Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary shall will be deemed to be an Investment made as of the time of the designationdesignation and will reduce the amount available for Restricted Payments under Section 4.07(a) hereof or represent Permitted Investments, as determined by the Company. That designation shall will only be permitted only if the Investment would be permitted at that time under Section 4.07 hereof and if the Restricted Subsidiary so designated otherwise meets the definition of an Unrestricted Subsidiary.

Appears in 1 contract

Samples: Indenture (Energy XXI Gulf Coast, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.