Designation of Unrestricted Subsidiaries and Restricted Subsidiaries Sample Clauses
The 'Designation of Unrestricted Subsidiaries and Restricted Subsidiaries' clause defines how a company classifies its subsidiaries as either 'restricted' or 'unrestricted' for the purposes of a contract, typically in the context of debt covenants or financial agreements. This clause outlines the criteria and procedures for making such designations, often requiring board approval or compliance with specific financial tests. By clearly distinguishing between these two categories, the clause allows the company to separate certain subsidiaries from the restrictions and obligations imposed by the agreement, thereby providing flexibility in managing assets and liabilities while protecting creditors' interests.
Designation of Unrestricted Subsidiaries and Restricted Subsidiaries. Borrowers shall be permitted to designate any Subsidiary (except for the Swiss Borrower or a Guarantor) as an Unrestricted Subsidiary by written notice to the Administrative Agent; provided that Borrowers shall only be permitted to so designate a new Unrestricted Subsidiary so long as (i) no Event of Default has occurred and is continuing or would result therefrom and (ii) after giving effect to such designation, Borrowers are in compliance with Section 11.1(t); provided, however, that such designation shall constitute an Investment by Borrowers therein at the date of designation in an amount equal to the portion of the fair market value (as determined by Borrowers in good faith in consultation with the Administrative Agent) of the net assets of such subsidiary attributable to such Borrower’s equity interest therein (and such designation shall only be permitted to the extent such Investment is permitted hereunder). Borrowers may designate any Unrestricted Subsidiary to be a Restricted Subsidiary for purposes of this Agreement so long as no Event of Default has occurred and is continuing or would result therefrom.
Designation of Unrestricted Subsidiaries and Restricted Subsidiaries. The Borrower may designate an Unrestricted Subsidiary as a Restricted Subsidiary so long as no Default or Event of Default shall have occurred and be continuing or would result therefrom, and the Borrower shall provide written notice to the Administrative Agent promptly upon any such designation. The designation of any Unrestricted Subsidiary as a Restricted Subsidiary shall constitute the incurrence at the time of such designation of any Indebtedness of such Unrestricted Subsidiary outstanding at such time. The Borrower may designate any Restricted Subsidiary as an Unrestricted Subsidiary so long as (x) no Default or Event of Default shall have occurred and be continuing or would result therefrom and (y) immediately after giving effect to such designation, the Borrower shall be in compliance, on a Pro Forma Basis, with the covenants contained in Sections 6.09 (if then applicable) and 6.10, recomputed on the last day of the most recently ended four Fiscal Quarter period for which financial statements have been delivered in accordance with Section 5.01(a) or (b) as if such designation occurred on the first day of such period, and the Borrower shall provide written notice to the Administrative Agent promptly upon any such designation.
Designation of Unrestricted Subsidiaries and Restricted Subsidiaries. (a) Any Responsible Officer may, at any time and from time to time, designate a Restricted Subsidiary as an Unrestricted Subsidiary; provided that a notice of such designation is given to the Administrative Agent substantially contemporaneously with such designation and, provided further, that immediately before such designation and after giving effect thereto, (i) no Default shall have occurred and be continuing and (ii) the Company would still be in compliance with Section 8.2 as of the end of the most recent Fiscal Quarter. The foregoing provisions of this Section 8.4(a) to the contrary notwithstanding, the Company may not designate CPIC or any Subsidiary which owns any Principal Property or is a party to any Key Contract as an Unrestricted Subsidiary.
(b) Any Responsible Officer may, at any time and from time to time, designate an Unrestricted Subsidiary as a Restricted Subsidiary; provided that a notice of such designation is given to the Administrative Agent substantially contemporaneously with such designation and, provided further, that immediately before such designation and after giving effect thereto, (i) no Default shall have occurred and be continuing and (ii) the Company would still be in compliance with Section 8.1 and Section 8.2 as of the end of the most recent Fiscal Quarter.
(c) Any Person that becomes a Subsidiary after the date hereof shall be designated as a Restricted Subsidiary within the definition hereof unless (i) such Person shall be designated as an Unrestricted Subsidiary by a Responsible Officer prior to the time such Person becomes a Subsidiary and (ii) a notice of such designation is given to the Administrative Agent prior to the date which is 15 Business Days after the date on which such Person becomes a Subsidiary.
(d) Any notice of designation pursuant to this Section 8.4 shall be accompanied by a certificate of the Secretary or an Assistant Secretary of the Company (i) stating that the Person providing such notice is a Responsible Officer, (ii) setting forth the name of each Subsidiary which has or will change its characterization as a result of such designation, and (iii) to the extent applicable, setting forth reasonably detailed computations demonstrating compliance with any conditions precedent to such designation.
Designation of Unrestricted Subsidiaries and Restricted Subsidiaries. The BorrowerBorrowers shall be permitted to designate any of its SubsidiariesSubsidiary (except for the Swiss Borrower or a Guarantor) as an Unrestricted Subsidiary by written notice to the Administrative Agent; provided that the BorrowerBorrowers shall only be permitted to so designate a new Unrestricted Subsidiary so long as (i) no Event of Default has occurred and is continuing or would result therefrom and (ii) after giving effect to such designation, the Borrower isBorrowers are in compliance with Section 11.1(t); provided, however, that such designation shall constitute an Investment by the BorrowerBorrowers therein at the date of designation in an amount equal to the portion of the fair market value (as determined by the BorrowerBorrowers in good faith in consultation with the Administrative Agent) of the net assets of such subsidiary attributable to thesuch Borrower’s equity interest therein (and such designation shall only be permitted to the extent such Investment is permitted hereunder). The BorrowerBorrowers may designate any Unrestricted Subsidiary to be a Restricted Subsidiary for purposes of this Agreement so long as no Event of Default has occurred and is continuing or would result therefrom.
Designation of Unrestricted Subsidiaries and Restricted Subsidiaries