Restricted Affiliate definition

Restricted Affiliate means any Affiliate of EPNGC (other than a Subsidiary of EPNGC) designated by EPNGC as a "Restricted Affiliate" by written notice to the Administrative Agent; provided that such Affiliate shall not become a Restricted Affiliate until such time that (a) such Affiliate executes and delivers a guaranty (in form and substance reasonably satisfactory to the Administrative Agent) (each a "Restricted Affiliate Guaranty") in favor of the Administrative Agent, for the ratable benefit of the Lenders, guaranteeing the prompt and complete payment by each Borrower when due (whether at the stated maturity, by acceleration or otherwise) of the Obligations owing by such Borrower and (b) the Administrative Agent receives legal opinions from the General Counsel or Associate General Counsel of Holding and from New York counsel to Holding reasonably acceptable to the Administrative Agent, which legal opinions shall be in form and substance satisfactory to the Administrative Agent; provided, further, that after such time as such Affiliate becomes a Restricted Affiliate, EPNGC may terminate the designation of such Affiliate as a Restricted Affiliate by written notice to the Administrative Agent at which time the aforementioned guaranty of such Affiliate shall also terminate.

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Restricted Affiliate means any affiliate for which, during the twenty-four (24) month period preceding the Termination Date, the Executive served as an officer or director or the Executive provided any material services.

Restricted Affiliate means: (a) any Person who is directly or indirectly responsible for the formation, management, operations, oversight or administration of the Purchasers (including, without limitation, any principals, partners or employees of any such Person); (b) any investment fund directly or indirectly formed or controlled by any one or more Persons referred to in the preceding clause (a); and (c) any direct or indirect Subsidiary of any Person referred to in the preceding clauses (a) or (b) in which any one or more such Persons have the right to elect (directly or indirectly) a majority of the board of directors (or a comparable governing body with a different name) of such Subsidiary or own a majority of the voting securities entitled to elect the board of directors (or comparable governing body with a different name) of such Subsidiary.

Examples of Restricted Affiliate in a sentence

• Maintain and preserve, and, in the case of the Company, cause each Principal Subsidiary and each Restricted Affiliate to maintain and preserve, all of its properties which are used in the conduct of its business in good working order and condition, ordinary wear and tear excepted, to the extent that any failure to do so would have a Material Adverse Effect.

• Each Principal Subsidiary and each Restricted Affiliate is duly incorporated, validly existing and in good standing in the jurisdiction of its incorporation.

• Preserve and maintain, and, in the case of the Company, cause each Principal Subsidiary and each Restricted Affiliate to preserve and maintain, its corporate existence, rights (charter and statutory) and material franchises, except as otherwise permitted by Section 5.2(d) or 5.2(e).

• Maintain, and, in the case of the Company, cause each Principal Subsidiary and each Restricted Affiliate to maintain, insurance with responsible and reputable insurance companies or associations in such amounts and covering such risks as is usually carried by companies engaged in similar businesses and owning similar properties in the same general areas in which the Company, such Subsidiary or such Restricted Affiliate operates.

• Comply, and, in the case of the Company, cause each Principal Subsidiary and each Restricted Affiliate to comply, in all material respects with all applicable laws, rules, regulations and orders (including, without limitation, all environmental laws and laws requiring payment of all taxes, assessments and governmental charges imposed upon it or upon its property except to the extent contested in good faith by appropriate proceedings) the failure to comply with which would have a Material Adverse Effect.

More Definitions of Restricted Affiliate

Restricted Affiliate means (a) in the case of the Borrowing Subsidiary or any Subsidiary of the Borrowing Subsidiary, any Affiliate of such Person other than the Borrowing Subsidiary or a Subsidiary of the Borrowing Subsidiary, and (b) in the case of the Company or any subsidiary of the Company (other than the Borrowing Subsidiary or a Subsidiary of the Borrowing Subsidiary), any Affiliate of such Person other than the Company or a subsidiary of the Company.

Restricted Affiliate means: (a) any person who is directly or indirectly responsible for the formation, management, operations, oversight or administration of the Purchasers (including, without limitation, any principals, partners or employees of any such person); and (b) any investment fund directly or indirectly formed, managed or controlled by any one or more persons referred to in the preceding clause (a).

Restricted Affiliate means any direct or indirect Minority Owned Affiliate of the Company or a Restricted Subsidiary of the Company that has been designated by the Board of Directors as a Restricted Affiliate based on a determination by the Board of Directors that the Company has, directly or indirectly, the requisite control over such Minority Owned Affiliate to prevent it from Incurring Indebtedness, or taking any other action at any time, in contravention of any of the provisions of this Indenture that are applicable to Restricted Affiliates; provided that immediately after giving effect to such designation (x) the Liens and Indebtedness of such Minority Owned Affiliate outstanding immediately after such designation would, if Incurred at such time, have been permitted to be Incurred for all purposes of this Indenture and (y) no Default or Event of Default shall have occurred and be continuing. The Company will be required to deliver an Officers' Certificate to the Trustee upon designating any Minority Owned Affiliate as a Restricted Affiliate.

Restricted Affiliate means any Joint Venture designated as such pursuant to and in compliance with Section 10.22 hereof until an effective JV Revocation in respect thereof has been made.

Restricted Affiliate has the meaning set forth in Section 6.05.

Restricted Affiliate means, with respect to each New Investor and Sequoia, any Person listed opposite its name on Schedule V. For the avoidance of doubt, the term of “Restricted Affiliate” does not include any Portfolio Company.

Restricted Affiliate means any direct or indirect Minority Owned Affiliate of the Company or a Restricted Subsidiary of the Company that has been designated in a Board Resolution as a Restricted Affiliate based on a determination by the Board of Directors that (i) the Company has, directly or indirectly, the requisite control over such Minority Owned Affiliate to prevent it from incurring any Debt, or taking any other action at any time, in contravention of any of the provisions of the Indenture that are applicable to Restricted Affiliates or (ii) the Minority Owned Affiliate is a joint venture with at least one or more Strategic Investors. The Company will be required to deliver an Officer's Certificate to the Trustee, including a copy of the Board Resolution, upon designating any Minority Owned Affiliate as a Restricted Affiliate.