Transferred Subsidiary Interests definition

Transferred Subsidiary Interests means all of the issued and outstanding capital stock, membership interests or other equity interests of the Acquired Subsidiary as listed on Schedule 1.1(g).
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Transferred Subsidiary Interests means Seller’s direct or indirect equity interest in each of the Transferred Subsidiaries.
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Transferred Subsidiary Interests has the meaning ascribed to it in Section 1.03(a)(i).
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Examples of Transferred Subsidiary Interests in a sentence

  • The Parties acknowledge that the Buyer Parties intend to withhold from the payments made for the Transferred Subsidiary Interests Taxes required to be deducted and withheld under the Laws of the PRC.

  • Country Unit Stock Selling Company Interest in Transferred Subsidiary being Transferred First Tier Transferred Subsidiary Interests held by First Tier Transferred Subsidiary U.S. Alcoa Inc.

  • Country Unit Stock Selling Company Interest in Transferred Subsidiary being Transferred First Tier Transferred Subsidiary Interests held by First Tier Transferred Subsidiary China Alcoa International Holdings Company 100% Closure Systems International (Hong Kong) Limited Alcoa Closure Systems International (Tianjin) Co., Ltd.

  • Country Unit Stock Selling Company Interest in Transferred Subsidiary being Transferred First Tier Transferred Subsidiary Interests held by First Tier Transferred Subsidiary Xxxxxxxx Metals Company 100% Xxxxxxxx Consumer Products, Inc.

  • Country Unit Stock Selling Company Interest in Transferred Subsidiary being Transferred First Tier Transferred Subsidiary Interests held by First Tier Transferred Subsidiary Alcoa Manufacturing (GB) Limited 100% BACO Consumer Products Limited Spain Alcoa Inversiones España S.L. 100% Xxxxxxxx Food Packaging (Spain) S.L.


More Definitions of Transferred Subsidiary Interests

Transferred Subsidiary Interests shall have the meaning set forth in Section 2.1(a).
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Related to Transferred Subsidiary Interests

  • Subsidiary Interests means, collectively, the issued and outstanding shares of stock of the Subsidiary Debtors as of the Petition Date and any options, warrants or other contractual rights to acquire any shares of stock of the Subsidiary Debtors as of the Petition Date.

  • Transferred Subsidiaries shall have the meaning set forth in the Recitals.

  • Transferred Interests has the meaning set forth in the Recitals.

  • Acquired Subsidiary or “Acquired Subsidiaries” means one or more, as applicable, Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

  • Intercompany Interests means an Interest in a Debtor held by another Debtor and, for the avoidance of doubt, excludes the Existing Equity Interests.

  • Domestic business entity means a corporation, as defined in s. 180.0103 (5), a domestic limited liability company, a partnership, as defined in s. 178.0102 (11), a limited partnership, as defined in s. 179.01 (7), or a corporation, as defined in s. 181.0103 (5).

  • Subsidiary Equity Interests has the meaning specified in Section 5.6.

  • Retained Subsidiaries means all of the direct and indirect Subsidiaries of Seller other than the Purchased Subsidiaries.

  • Contributed Interests has the meaning set forth in the recitals.

  • Acquired Subsidiaries means Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

  • Company Subsidiary Securities has the meaning set forth in Section 3.02(d).

  • Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.

  • Excluded Equity Interests means, collectively: (i) any Equity Interests in any Subsidiary with respect to which the grant to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of a security interest in and Lien upon, and the pledge to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of, such Equity Interests, to secure the Obligations (and any guaranty thereof) are validly prohibited by Requirements of Law; (ii) any Equity Interests in any Subsidiary with respect to which the grant to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of a security interest in and Lien upon, and the pledge to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of, such Equity Interests, to secure the Obligations (and any guaranty thereof) require the consent, approval or waiver of any Governmental Authority or other third party and such consent, approval or waiver has not been obtained by Borrower following Borrower’s commercially reasonable efforts to obtain the same; (iii) any Equity Interests in any Subsidiary that is a non-Wholly-Owned Subsidiary that the grant to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of a security interest in and Lien upon, and the pledge to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of, such Equity Interests, to secure the Obligations (and any guaranty thereof) are validly prohibited by, or would give any third party (other than Borrower or an Affiliate of Borrower) the right to terminate its obligations under, the Operating Documents or the joint venture agreement or shareholder agreement with respect to, or any other contract with such third party relating to such non-Wholly-Owned Subsidiary, including any contract evidencing Indebtedness of such non-Wholly-Owned Subsidiary (other than customary non-assignment provisions which are ineffective under Article 9 of the Code or other Requirements of Law), but only, in each case, to the extent, and for so long as such Operating Document, joint venture agreement, shareholder agreement or other contract is in effect; (iv) any Equity Interests in any other Subsidiary with respect to which, Borrower and the Collateral Agent reasonably determine by mutual agreement that the cost (including Tax costs) of granting the Collateral Agent, for the benefit of Lenders and the other Secured Parties, a security interest in and Lien upon, and pledging to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, such Equity Interests, to secure the Obligations (and any guaranty thereof) are excessive, relative to the value to be afforded to the Secured Parties thereby.

  • Contributed Assets shall have the meaning as set forth in Section 2.2.

  • Foreign business entity means a foreign limited liability company, as defined in s. 183.0102 (8), a foreign partnership, as defined in s. 178.0102 (6), a foreign limited partnership, as defined in s. 179.01 (4), a foreign corporation, as defined in s. 180.0103 (9), or a foreign corporation, as defined in s. 181.0103 (13).

  • Intercompany Interest means an Interest in a Debtor held by another Debtor.

  • Excluded Assets has the meaning set forth in Section 2.2.

  • subsidiary entity means a person that is controlled directly or indirectly by another person and includes a subsidiary of that subsidiary;

  • Assets and Properties of any Person means all assets and properties of every kind, nature, character and description (whether real, personal or mixed, whether tangible or intangible, and wherever situated), including the goodwill related thereto, operated, owned or leased by such Person.

  • Permitted Intercompany Investments means Investments made by (a) a Loan Party to or in another Loan Party and (b) a Subsidiary that is not a Loan Party to or in another Subsidiary that is not a Loan Party.

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.

  • REMIC I Interests The REMIC I Regular Interests and the Class R-I Certificates.

  • JV Subsidiary any Subsidiary of a Group Member which is not a Wholly Owned Subsidiary and as to which the business and management thereof is jointly controlled by the holders of the Capital Stock therein pursuant to customary joint venture arrangements.

  • Foreign Subsidiary Holdco means any Restricted Subsidiary which is organized under the laws of the United States (as defined for purposes of Section 956 of the Code) that has no material assets other than the Capital Stock and, if any, Indebtedness of (1) one or more Foreign Subsidiaries that are “controlled foreign corporations” as defined by Section 957 of the Code or (2) any other Foreign Subsidiary Holdco.

  • Sale Assets is defined in Section 5.2(a)(ii).

  • Transferred Equity means the equity interest in the Company which the WFOE has the right to request either of the Company Shareholders to transfer to it or its designated entity or individual in accordance with Article 3 hereof when the WFOE exercises its Equity Transfer Option, the quantity of which may be all or part of the Option Equity and the specific amount of which shall be determined by the WFOE at its sole discretion in accordance with the then-effective PRC Law and based on its commercial consideration.