SPE Subsidiary Clause Samples
The "SPE Subsidiary" clause defines the requirements and characteristics of a special purpose entity (SPE) that is established as a subsidiary for a specific transaction or project. Typically, this clause outlines the legal structure, ownership, and operational limitations of the subsidiary, ensuring it is created solely to isolate financial risk or facilitate a particular business activity. For example, it may require that the SPE subsidiary has no assets or liabilities unrelated to the transaction and is managed independently from the parent company. The core function of this clause is to ensure that the risks and obligations associated with the transaction are contained within the SPE, thereby protecting the parent company and other affiliates from potential liabilities.
SPE Subsidiary. A bankruptcy remote or other special purpose Subsidiary which engages in no material business other than, issuing or incurring Non-Recourse Indebtedness (and in the case of Capitol of Texas Insurance Group Inc., issuing surety bonds and letters of credit in an aggregate amount of up to $10,000,000 outstanding and issued at any time and acting as a Guarantor hereunder) and, in connection therewith, owning Non-Recourse Assets and pledging or transferring interests therein, including, without limitation, a Subsidiary formed for the purpose of constructing, acquiring, owning, developing and/or financing Non-Recourse Assets as Multifamily Properties. A Subsidiary whose only material assets are Equity Interests in SPE Subsidiaries shall be considered an SPE Subsidiary for purposes hereof. Spin-off Effective Date. The date on which the Spin-off Transaction was completed which was December 28, 2007.
SPE Subsidiary. A bankruptcy remote or other special purpose entity which is a Subsidiary and which is formed for the purpose of, and engages in no material business other than, issuing or incurring Non-Recourse Indebtedness and, in connection therewith, owning Non-Recourse Assets and pledging or transferring interests therein. Spin-off Effective Date. The date on which the Spin-off Transaction was completed which was December 28, 2007.
SPE Subsidiary. A bankruptcy remote or other special purpose entity which is initially a Subsidiary and which is formed for the purpose of, and engages in no material business other than, issuing or incurring Non-Recourse Indebtedness (and in the case of Capitol of Texas Insurance Group Inc., issuing surety bonds and letters of credit in an aggregate amount of up to $10,000,000 outstanding and issued at any time and acting as a Guarantor hereunder) and, in connection therewith, owning Non-Recourse Assets and pledging or transferring interests therein, including, without limitation, a Subsidiary formed for the purpose of constructing, acquiring, owning, developing and/or financing Non-Recourse Assets as Multifamily Properties. A Subsidiary whose only material assets are Equity Interests in SPE Subsidiaries shall be considered an SPE Subsidiary for purposes hereof.”
SPE Subsidiary. A direct or indirect Subsidiary of the Borrower to which Borrower or any other Subsidiary sells, transfers, contributes or otherwise conveys (whether directly or indirectly) assets in connection with a Securitization Transaction. Any Subsidiary of an SPE Subsidiary shall be deemed an SPE Subsidiary for the purposes of this Agreement.