Shell Subsidiary any Subsidiary of the Borrower that is a “shell” company having (a) assets (either directly or through any Subsidiary or other Equity Interests) with an aggregate value not exceeding $100,000 and (b) no operations.
Shell Subsidiary any Subsidiary of TWTC (x) that is a “shell” company having (a) assets (either directly or through any Subsidiary or other Capital Stock) with an aggregate value not exceeding $10,000 and (b) no business or operations or (y) that satisfies the requirements of clause (x)(a) above and is in the process of being liquidated or wound up in a voluntary liquidation.
Shell Subsidiary means (a) any wholly-owned, Domestic Subsidiary of any Loan Party so designated by prior written notice to the Administrative Agent by the Borrower; provided that, (i) no such Subsidiary shall own, hold, acquire or otherwise have any rights in any Equity Interests of any Person unless such Person is also a Shell Subsidiary, (ii) no such Subsidiary shall own, hold, acquire or otherwise have any rights in any InvestLine Account or securities, deposit or commodities accounts other than (A) accounts with an aggregate daily balance and inter-daily balance for all such accounts of all such Subsidiaries of less than $50,000 at all times and (B) in the case of a Shell Subsidiary who is a direct Subsidiary of a Loan Party, accounts holding any Credit Support amount not in excess of the Permitted Escrow Amount, (iii) other than as permitted by Section 7.2.2(g) or (h), no Loan Party or Subsidiary of any Loan Party shall create, incur, assume or suffer to exist or otherwise become liable in respect of any Indebtedness or Contingent Liability owed to or on behalf of any such Subsidiary, (iv) the aggregate capital contributions to or capital accounts or balances of all such Subsidiaries shall be less than the sum of (A) $50,000 in the aggregate at all times and (B) in the case of a Shell Subsidiary who is a direct Subsidiary of a Loan Party, any Credit Support amount not in excess of the Permitted Escrow Amount, (v) the aggregate fair market or book value of all assets owned or held by or otherwise subject to any rights of any such Subsidiaries shall be less than the sum of (A) $50,000 in the aggregate at all times and (B) in the case of a Shell Subsidiary who is a direct Subsidiary of a Loan Party, any Credit Support amount not in excess of the Permitted Escrow Amount, and (vi) all such Subsidiaries shall be (A) dissolved or otherwise disposed of by means and subject to terms and conditions approved by the Administrative Agent in its sole discretion, (B) joined to the Loan Documents as a Subsidiary Guarantor, or (C) converted to a Permitted Joint Venture (Lower-Tier) as permitted by Section 7.2.9(o), in each case, within the earlier of (x) 90 days of the date such Subsidiary was established or otherwise acquired or created by division directly or indirectly by the Borrower or any Subsidiary Guarantor and (y) the consummation of the transaction associated with any Credit Support held by, credited to or issued for the account of such Shell Subsidiary (or, in each case, s...
Examples of Shell Subsidiary in a sentence
With respect to each Regulated Subsidiary, (a) take reasonable steps to obtain the consents required from any Governmental Authority to enable such Regulated Subsidiary (unless it is a Shell Subsidiary) to become a Loan Party and to enable the Loan Parties to pledge as Collateral all of the Equity Interests of such Regulated Subsidiary owned by them and (b) cause such Regulated Subsidiary to comply with the proviso contained in the definition thereof.
Each Loan Party (other than any Shell Subsidiary) is, and after giving effect to the financing transactions referred to herein will be and will continue to be, Solvent.
Each Loan Party represents, warrants and covenants that except for the Material Accounts listed on Item 6.24 of the Disclosure Schedules (as updated from time to time pursuant to the terms hereof), there are no other InvestLine Accounts or deposit, securities or commodities accounts into which revenues from the ownership and operation of the Collateral or otherwise are deposited, credited to or held by any Loan Party or Shell Subsidiary.
Section 4.10(b) of the Credit Agreement is hereby amended by replacing “(other than a Permitted JV Investment Subsidiary)” with “(other than a Permitted JV Investment Subsidiary and any Shell Subsidiary that is a Subsidiary of a Permitted JV Investment Subsidiary)”.
Section 2.1.2(a)(i) of the Credit Agreement is hereby amended by replacing “(other than a Permitted JV Investment Subsidiary)” with “(other than a Permitted JV Investment Subsidiary and any Shell Subsidiary that is a Subsidiary of a Permitted JV Investment Subsidiary)”.
More Definitions of Shell Subsidiary
Shell Subsidiary means any wholly-owned Domestic Subsidiary of any Loan Party (other than CatchMark Timber) so designated by prior written notice to the Administrative Agent by the Borrowers; provided that, (a) no such Subsidiary shall own, hold, acquire or otherwise have any rights in any Equity Interests of any Person unless such Person is also a Shell Subsidiary, (b) no such Subsidiary shall own, hold, acquire or otherwise have any rights in any securities, deposit or commodities accounts other than deposit accounts with an aggregate daily balance and inter-daily balance for all such accounts of all such Subsidiaries of less than $50,000 at all times, (c) no Loan Party or Subsidiary of any Loan Party shall create, incur, assume or suffer to exist or otherwise become liable in respect of any Indebtedness or Contingent Liability owed to or on behalf of any such Subsidiary, (d) the aggregate capital contributions to or capital accounts or balances of all such Subsidiaries shall be less than $50,000 in the aggregate at all times, (e) the aggregate fair market or book value of all assets owned or held by or otherwise subject to any rights of any such Subsidiaries shall be less than $50,000 in the aggregate at all times, and (f) all such Subsidiaries shall be (i) dissolved or otherwise disposed of by means and subject to terms and conditions approved by the Administrative Agent in its sole discretion or (ii) joined to the Loan Documents as a Loan Party, in each case, within 90 days of the date such Subsidiary was established or otherwise acquired directly or indirectly by any Loan Party.
Shell Subsidiary means Stamford Health Associates, L.P., a Connecticut limited partnership.
Shell Subsidiary any Subsidiary of the Borrower that is a “shell” company having (a) assets (either directly or through any Subsidiary or other Equity Interests) with an aggregate value not exceeding $5,000,000 and (b) no operations. “Significant Subsidiary”: (a) any Wholly Owned Subsidiary (or group of Wholly Owned Subsidiaries, when taken together), that would be considered a “Significant Subsidiary” as defined in Rule 1-02(w) of Regulation S-X under the Securities Act and (b) in addition, with respect to the Borrower, Charter Communications Operating Capital Corp., a Delaware corporation. - 29-
Shell Subsidiary means any Subsidiary which (a) has no material assets or liabilities, or (b) was formed solely for the purpose of a Permitted Acquisition and has no material assets or liabilities other than an initial equity contribution not in excess of $10,000, and such Subsidiary's rights and obligations under any Acquisition agreement to which it is a party, provided that such Subsidiary shall cease to be a Shell Subsidiary upon consummation of such Permitted Acquisition.
Shell Subsidiary means any Subsidiary of the Borrower that is a "shell" company having (a) assets (either directly or through any Subsidiary or other Capital Stock) with an aggregate value not exceeding $10,000 and (b) no operations.
Shell Subsidiary any Subsidiary of the Borrower that is a “shell” company having (a) assets (either directly or through any Subsidiary or other Equity Interests) with an aggregate value not exceeding $1,000,0005,000,000 and (b) no operations. “Significant Subsidiary”: (a) any Wholly Owned Subsidiary (or group of Wholly Owned Subsidiaries, when taken together), that would be considered a “Significant Subsidiary” as defined in Rule 1-02(w) of Regulation S-X under the Securities Act and (b) in addition, with respect to the Borrower, Charter Communications Operating Capital Corp., a Delaware corporation. “Single Employer Plan”: any Plan that is covered by Title IV of ERISA, but that is not a Multiemployer Plan. “SOFR”: means the Secured Overnight Financing Rate as administered by the Federal Reserve Bank of New York (or a successor administrator). - 38-
Shell Subsidiary has the meaning assigned to that term in the Prepetition Credit Agreement as in effect on the Effective Date.