Non-Guarantor Restricted Subsidiary definition

Non-Guarantor Restricted Subsidiary means any Restricted Subsidiary that is not a Subsidiary Guarantor.

Non-Guarantor Restricted Subsidiary means any Restricted Subsidiary that is not a Subsidiary Guarantor. “Non-Recourse Debt” means Indebtedness of a Person:

Non-Guarantor Restricted Subsidiary means any Restricted Subsidiary of the Issuer that does not guarantee the Notes.

Examples of Non-Guarantor Restricted Subsidiary in a sentence

• No Restricted Subsidiary (other than a Subsidiary Guarantor) may Incur any Indebtedness if the proceeds are used to refinance Indebtedness of the Borrower or a Subsidiary Guarantor, except to the extent that the Indebtedness of the Borrower so refinanced consists of the Guarantee of Indebtedness of a Non-Guarantor Restricted Subsidiary.

• Notwithstanding anything herein to the contrary, the Borrower may designate the Non-Guarantor Restricted Subsidiary as an SPV Subsidiary at any time, in each case, with the prior written consent of the Required Lenders (acting in good faith), which may be in the form of an email from counsel to the Required Lenders.

• In addition, the Company will not permit any Non-Guarantor Restricted Subsidiary to guarantee the payment of any Indebtedness of the Company or any other Guarantor unless such Non-Guarantor Restricted Subsidiary simultaneously delivers a supplemental indenture in the form of Exhibit D providing for a Guarantee of the Notes by such Non-Guarantor Restricted Subsidiary.

• Notwithstanding clauses (2) and (3) of the first sentence of this Section 4.01: (1) any Non-Guarantor Restricted Subsidiary may consolidate with, merge into or transfer all or part of its properties and assets to the Company and (2) the Company may merge with an Affiliate incorporated solely for the purpose of reincorporating the Company in another jurisdiction to realize tax or other benefits.

• If an allegation is shown to be deliberately invented or malicious, the Head will consider whether any disciplinary action is appropriate against a child who made it; or whether the Police should be asked to consider if action might be appropriate against the person responsible even if they are not a child.

More Definitions of Non-Guarantor Restricted Subsidiary

Non-Guarantor Restricted Subsidiary means any Restricted Subsidiary of the Borrower which is not a Loan Party.

Non-Guarantor Restricted Subsidiary means (i) each of the Subsidiaries listed on Schedule 1.01(b), in each case only for so long as such entity continues to operate substantially consistent with the manner in which it operates on the Closing Date and operations similar in nature thereto and reasonably related extensions and expansions thereof and (ii) each direct or indirect Subsidiary of the Borrower that is not an Excluded Subsidiary that is not organized under the laws of the United States, any state or commonwealth thereof or the District of Columbia (A) so long as (x) the assets of such Subsidiaries in the aggregate constitute not more than 1.5% of the total assets of the Borrower and its Subsidiaries on a consolidated basis, (y) the third party revenues of such Subsidiaries in the aggregate do not exceed $3,000,000, and (z) the aggregate amount of Investments in, or the consideration for the Acquisition of, any such Subsidiary under Section 7.04(i) and the second proviso under clause (iv) of the definition of “Permitted Acquisitions” do not exceed $5,000,000 (or, with respect to any Subsidiary organized under the laws of India, $7,500,000), or (B) to the extent (x) a Guarantee or pledge of Collateral by such Subsidiary would be prohibited or restricted under applicable Laws at the time such Subsidiary becomes a Subsidiary (including any requirement to obtain the consent of any Governmental Authority or third party to the extent such consent has not been received) solely to the extent that such prohibition or restriction was not entered into in contemplation of its financing arrangements or for the purpose of circumventing the requirements of the Loan Documents or (y) the Required Lenders and the Borrower agree that the cost (including any adverse tax consequences) of obtaining a Guarantee or pledge of Collateral by such Subsidiary would be excessive in light of the practical benefit to the Secured Parties afforded thereby.

Non-Guarantor Restricted Subsidiary means a Restricted Subsidiary of the Issuer that is not a Guarantor.

Non-Guarantor Restricted Subsidiary means a Restricted Subsidiary that is not a Subsidiary Guarantor.

Non-Guarantor Restricted Subsidiary means (i) Prosper Funding LLC, only for so long as such entity continues to operate substantially consistent with the manner in which it operates on the Closing Date, and operations similar in nature thereto and reasonably related extensions and expansions thereof, and (ii) each other direct or indirect Subsidiary of the Borrower that is not an Excluded Subsidiary and which is a bankruptcy remote entity, as reasonably necessary for the operation of its business or required by its counterparties.

Non-Guarantor Restricted Subsidiary means a Restricted Subsidiary (other than the Issuer) that is not a Guarantor.

Non-Guarantor Restricted Subsidiary means certain foreign subsidiaries designated as such by the Borrowers pursuant to the terms hereof (which shall on the Closing Date include Venetian Far East Limited, Grand Canal Shops Mall MM Subsidiary, Inc. and Grand Canal Shops Mall Subsidiary, LLC).