Second Tier Subsidiary definition

Second Tier Subsidiary has the meaning specified in Section 6.12(a).

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Second Tier Subsidiary means any Subsidiary of any Person which Subsidiary is directly owned by a First-Tier Subsidiary of such Person.

Second Tier Subsidiary means, at any time of determination, a domestic Subsidiary of Group more than 50% of the voting stock of which is directly owned by a First-Tier Subsidiary, but excluding, however, any such Subsidiary which was a party to the Subsidiary Guaranty but has been released therefrom in accordance with its terms.

Examples of Second Tier Subsidiary in a sentence

• In the event that any Second-Tier Subsidiary is merged or consolidated with or into, or all or substantially all of the assets of any Second- Tier Subsidiary are transferred to, any other Subsidiary, each reference to such Second-Tier Subsidiary in this Section 7.1.1 will be replaced by a reference to another Subsidiary or deleted, as mutually agreed by the Borrower and the Syndication Agent.

• If a Second Tier Subsidiary is prohibited from providing a Guaranty by Contractual Obligation, Organization Documents or applicable Law, then no Guaranty from such Subsidiary shall be required, and the Borrowers shall cause each Wholly-Owned Subsidiary which is not then a Guarantor and which owns an Equity Interest in the Second Tier Subsidiary to instead execute and deliver the Guaranty (to the extent such guaranty is not prohibited by Contractual Obligation, Organization Documents or applicable Law).

• If a Bottom Tier Subsidiary is prohibited from providing a Guaranty by a Contractual Obligation or Organization Documents, then the Borrowers shall cause a Wholly-Owned Subsidiary which is not then a Guarantor and which owns an Equity Interest in the Bottom Tier Subsidiary (each, a "Second Tier Subsidiary") to instead execute and deliver the Guaranty.

• To the extent commercially reasonable, the purchase and transfer shall be effectuated in such a manner so as not to incur any Tax Liability or exposure to Tax on the part of the French Subsidiary or the Second Tier Subsidiary or any of their respective assets.

• If a Second Tier Subsidiary is prohibited from providing a Guaranty by a Contractual Obligation or Organization Documents, then the Borrowers shall cause a Wholly-Owned Subsidiary which is not then a Guarantor and which owns an Equity Interest in the Second Tier Subsidiary to instead execute and deliver the Guaranty (to the extent such guaranty is not prohibited by Contractual Obligation or Organization Documents).

• If a Second Tier Subsidiary is prohibited from providing a Guaranty by a Contractual Obligation or Organization Documents, then no Guaranty from such Subsidiary shall be required and the Borrowers shall cause each Wholly-Owned Subsidiary which is not then a Guarantor and which owns an Equity Interest in the Second Tier Subsidiary to instead execute and deliver the Guaranty (to the extent such guaranty is not prohibited by Contractual Obligation or Organization Documents).

• If a Section 6.12(c) Subsidiary is prohibited from providing a Guaranty by Contractual Obligation, Organization Documents or applicable Law, then no Guaranty from such Subsidiary shall be required, and, subject to the remainder of this Section 6.12(c), the Borrowers shall cause each Second Tier Subsidiary to instead execute and deliver the Guaranty.

• All of the issued and outstanding shares of capital stock (or other ownership interests having by their terms ordinary voting power) of each Second Tier Subsidiary (the "Second Tier Shares") are ------------------ owned of record and beneficially, directly or indirectly, by a First Tier Subsidiary.

• The Company will not sell or otherwise dispose of any shares of capital stock of any Subsidiary (except in connection with a merger or consolidation of a Wholly Owned Subsidiary into the Company or another Wholly Owned Subsidiary or with the conversion of any Second Tier Subsidiary from a corporation into a limited liability company in accordance with Section 6.2.2 hereof) or permit any Subsidiary to issue any additional shares of its capital stock.

More Definitions of Second Tier Subsidiary

Second Tier Subsidiary means a direct Subsidiary of a First Tier Subsidiary.

Second Tier Subsidiary means a direct Subsidiary of one or more of such First Tier Subsidiaries of the Person indicated) Jurisdiction of Percentage of Name Incorp. or Organization Stockholder(s) Ownership ---- ----------------------- -------------- ------------- OI Puerto Rico STS Inc. Delaware ▇▇▇▇▇-▇▇▇▇▇▇▇▇ Glass Container Inc. 100

Second Tier Subsidiary shall have the meaning assigned to such term in Section 5.10.

Second Tier Subsidiary means any Subsidiary in which (other than directors' qualifying shares required by law) one hundred percent (100%) of the capital stock, or memberships or other equity interests in the case of Subsidiaries that are not corporations, of each class having ordinary voting power, and one hundred percent (100%) of the capital stock, or memberships or other equity interests in the case of Subsidiaries that are not corporations, of every other class, in each case, at the time as of which any determination is being made, is owned, beneficially and of record, by one or more of the Wholly-Owned Subsidiaries.