Unrestricted Subsidiary Designation Sample Clauses

Unrestricted Subsidiary Designation. The Borrower may at any time on or after the Effective Date designate any Restricted Subsidiary as an Unrestricted Subsidiary or any Unrestricted Subsidiary as a Restricted Subsidiary; provided that, immediately after giving Pro Forma Effect to any such designation or re-designation and any related transactions to be consummated in connection therewith and all other customary pro forma events and adjustments, (i) no Event of Default shall have occurred and be continuing, (ii) the Total Net Leverage Ratio, when calculated on a Pro Forma Basis as of the last day of the most recent Measurement Period ended prior to the applicable date of determination for which Financial Statements are required to be delivered, as the case may be, shall not exceed 5.50 to 1.00, (iii) no Unrestricted Subsidiary shall own any Stock in any Loan Party or hold any Indebtedness of, or any Lien on any property of, any Loan Party and (iii) no Unrestricted Subsidiary shall own any Material Intellectual Property and no Restricted Subsidiary which holds Material Intellectual Property or any Stock in any Subsidiary that holds Material Intellectual Property may be designated as an Unrestricted Subsidiary. The designation of any Subsidiary as an Unrestricted Subsidiary after the Effective Date shall constitute an Investment by the Borrower therein at the date of designation in an amount equal to the fair market value as determined in good faith by the Borrower of the Borrower’s Investment therein. The designation of any Unrestricted Subsidiary as a Restricted Subsidiary shall constitute (i) the incurrence at the time of designation of any Investment, Indebtedness and Liens of such Subsidiary existing at such time and (ii) a return on any Investment by the Borrower in such Subsidiary pursuant to the preceding sentence in an amount equal to the fair market value as determined in good faith by the Borrower at the date of such designation of the Borrower’s Investment in such Subsidiary.
Sample 1Sample 2Sample 3See All (7)
AutoNDA by SimpleDocs
Unrestricted Subsidiary Designation. Evidence that Communications (a) has designated Parent, Borrower and each New Subsidiary as "UNRESTRICTED SUBSIDIARIES" in compliance with the requirements of: (i) the Communications Bond Debt, (ii) the Certificate of Designation for the Senior Preferred Stock, (iii) the Credit Agreement dated as of March 25, 1998, among Xxxxxx Operating Company (as "BORROWER"), Communications (as "GUARANTOR"), and First Union National Bank (as successor by merger to CoreStates Bank, N.A., as "ADMINISTRATIVE AGENT"), (iv) the Revolving Credit Agreement dated as of March 25, 1998, among Xxxxxx Cellular Operations Company (as "BORROWER"), and NationsBank, N.A. (as successor by merger to NationsBank of Texas, N.A., as "ADMINISTRATIVE AGENT"), and (v) the 364-Day Revolving Credit and Term Loan Agreement dated as of March 25, 1998, among Xxxxxx Cellular Operations Company (as "BORROWER"), and NationsBank, N.A. (as successor by merger to NationsBank of Texas, N.A., as "ADMINISTRATIVE AGENT"), and (b) has provided all required notices, certifications, and resolutions to the Trustee under the Communications Bond Debt or other parties, as required by the Communications Bond Debt.
Sample 1Sample 2
Unrestricted Subsidiary Designation. (a) The Borrower hereby designates DD Acquisition as an Unrestricted Subsidiary as of the Sixth Amendment Effective Date for purposes of and pursuant to Section 5.09 of the Credit Agreement; provided that at the time of such designation under this Section 2(a), the Loan Parties shall not have made any Investments in DD Acquisition except for (i) the initial equity investment in an amount not exceeding $10.00 and (ii) Investments permitted by Section 6.04(m) of the Credit Agreement as amended by this Amendment.
Sample 1Sample 2
Unrestricted Subsidiary Designation. The Company (a) hereby gives written notice to the Administrative Agents, pursuant to the definition of “Unrestricted Subsidiary” in Section 1.1 of the Credit Agreement, that Storage Hungary is hereby designated as an Unrestricted Subsidiary and (b) hereby represents and warrants that all requirements for such designation pursuant to the definition of “Unrestricted Subsidiary” have been met.
Sample 1Sample 2
Unrestricted Subsidiary Designation. Simultaneously with the delivery of each set of consolidated financial statements referred to in Section 5.01(a) and Section 5.01(b) above, the related consolidating financial information (which may be unaudited) reflecting adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements;
Sample 1
Unrestricted Subsidiary Designation. The Lenders shall have received evidence of the designation of Pledgor and Borrower as unrestricted subsidiaries and the associated release of collateral with respect to Pledgor and Borrower under the Sponsor Indebtedness Documents.
Sample 1
Unrestricted Subsidiary Designation. The Credit Parties shall have delivered to the Agent evidence, in form and substance satisfactory to it, that Xxxxxx Receivables II has been designated, and constitutes, an Unrestricted Subsidiary.
Sample 1
AutoNDA by SimpleDocs

Related to Unrestricted Subsidiary Designation

  • Designation of Unrestricted Subsidiaries The Borrower Representative may at any time after the Closing Date designate any Restricted Subsidiary as an Unrestricted Subsidiary and subsequently re-designate any Unrestricted Subsidiary as a Restricted Subsidiary, if other than for purposes of designating a Restricted Subsidiary as an Unrestricted Subsidiary that is a Receivables Subsidiary in connection with the establishment of a Qualified Receivables Financing (i) the Interest Coverage Ratio of UK Holdco and the Restricted Subsidiaries for the most recently ended Reference Period preceding such designation or re-designation, as applicable, would have been, on a Pro Forma Basis, at least the lesser of (x) 2.00 to 1.00 and (y) the Interest Coverage Ratio as of the most recently ended Reference Period and (ii) no Event of Default has occurred and is continuing or would result therefrom. The designation of any Restricted Subsidiary as an Unrestricted Subsidiary after the Closing Date shall constitute an Investment by the applicable Loan Party or Restricted Subsidiary therein at the date of designation in an amount equal to the Fair Market Value of the applicable Loan Party’s or Restricted Subsidiary’s investment therein; provided that if any subsidiary (a “Subject Subsidiary”) being designated as an Unrestricted Subsidiary has a subsidiary that was previously designated as an Unrestricted Subsidiary (the “Previously Designated Unrestricted Subsidiary”) in compliance with the provisions of this Agreement, the Investment of such Subject Subsidiary in such Previously Designated Unrestricted Subsidiary shall not be taken into account, and shall be excluded, in determining whether the Subject Subsidiary may be designated as an Unrestricted Subsidiary hereunder. The designation of any Unrestricted Subsidiary as a Restricted Subsidiary shall constitute (x) the incurrence at the time of designation of Indebtedness or Liens of such Subsidiary existing at such time, and (y) a return on any Investment by the applicable Loan Party or Restricted Subsidiary in Unrestricted Subsidiaries pursuant to the preceding sentence in an amount equal to the Fair Market Value at the date of such designation of such Loan Party’s or Restricted Subsidiary’s Investment in such Subsidiary. For the avoidance of doubt, neither a Borrower nor UK Holdco shall be permitted to be an Unrestricted Subsidiary. At any time a Subsidiary is designated as an Unrestricted Subsidiary hereunder, the Borrower Representative shall cause such Subsidiary to be designated as an Unrestricted Subsidiary (or any similar applicable term) under the Senior Secured Notes.

  • Subsidiary of an Unrestricted Subsidiary The Board of Directors of the Issuer may designate any Subsidiary of the Issuer (including any newly acquired or newly formed Subsidiary or a Person becoming a Subsidiary through merger, consolidation or other business combination transaction, or Investment therein) to be an Unrestricted Subsidiary only if:

  • Designation of Restricted and Unrestricted Subsidiaries The Board of Directors may designate any Restricted Subsidiary to be an Unrestricted Subsidiary in accordance with the definition of “Unrestricted Subsidiary” if the designation would not cause a Default. All outstanding Investments owned by the Company and its Restricted Subsidiaries in the designated Unrestricted Subsidiary will be treated as an Investment made at the time of the designation and will either reduce the amount available for Restricted Payments under Section 4.07(a) or be a Permitted Investment, as applicable. The amount of all such outstanding Investments will be the aggregate fair market value of such Investments at the time of the designation. The designation will not be permitted if such Investment would not be permitted as a Restricted Payment or Permitted Investment at that time and if such Restricted Subsidiary does not otherwise meet the definition of an Unrestricted Subsidiary. Any designation of a Subsidiary of the Company as an Unrestricted Subsidiary shall be evidenced to the Trustee by filing with the Trustee a certified copy of the Board Resolution giving effect to such designation and an Officer’s Certificate certifying that such designation complied with the foregoing conditions and the conditions set forth in the definition of “Unrestricted Subsidiary” and was permitted by Section 4.07. If, at any time, any Unrestricted Subsidiary would fail to meet any of the requirements as an Unrestricted Subsidiary, it shall thereafter cease to be an Unrestricted Subsidiary for purposes of this Indenture and any Indebtedness of such Subsidiary shall be deemed to be incurred by a Restricted Subsidiary of the Company as of such date and, if such Indebtedness is not permitted to be incurred as of such date under Section 4.09, the Company shall be in default of such Section 4.09. The Board of Directors of the Company may at any time designate any Unrestricted Subsidiary to be a Restricted Subsidiary; provided that such designation shall be deemed to be an incurrence of Indebtedness by a Restricted Subsidiary of the Company of any outstanding Indebtedness of such Unrestricted Subsidiary and such designation shall only be permitted if (1) such Indebtedness is permitted under Section 4.09, calculated on a pro forma basis as if such designation had occurred at the beginning of the four-quarter reference period; and (2) no Default or Event of Default would be in existence following such designation. Notwithstanding the foregoing, no Subsidiary of the Company shall be designated an Unrestricted Subsidiary during any Suspension Period.

  • any Subsidiary of an Unrestricted Subsidiary The Issuer may designate any Subsidiary of the Issuer (including any existing Subsidiary and any newly acquired or newly formed Subsidiary) to be an Unrestricted Subsidiary unless such Subsidiary or any of its Subsidiaries owns any Equity Interests or Indebtedness of, or owns or holds any Lien on, any property of, the Issuer or any Subsidiary of the Issuer (other than solely any Subsidiary of the Subsidiary to be so designated); provided that

  • Unrestricted Subsidiaries The Borrower:

  • Restricted and Unrestricted Subsidiaries Designate any Subsidiary as an Unrestricted Subsidiary only in accordance with the definition of “Unrestricted Subsidiary” contained herein.

  • Limitations on Designation of Unrestricted Subsidiaries (a) The Issuer may designate any Subsidiary (including any newly formed or newly acquired Subsidiary) of the Issuer as an “Unrestricted Subsidiary” under this Indenture (a “Designation”) only if:

  • Limitation on Designations of Unrestricted Subsidiaries (a) The Company may designate any Restricted Subsidiary as an “Unrestricted Subsidiary” under this Indenture (a “Designation”) only if:

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