Xxxxx Subsidiary definition

Xxxxx Subsidiary means any wholly owned Subsidiary of the Parent or of the Borrower that (a) is formed exclusively for the purpose of co-issuing Debt with the Parent or the Borrower and (b) does not own any assets other than assets relating to its existence and rights in respect of Debt co-issued by such Subsidiary.
Xxxxx Subsidiary and “XXXXX Subsidiaries” have the meaning as set forth in the Recitals.
Xxxxx Subsidiary means Xxxxx Biological Technology Tianjin Co., Ltd. (邻客 生物科技(天津) 有限公司).

Examples of Xxxxx Subsidiary in a sentence

  • Xxxxx Subsidiary or any of their respective properties or assets which in any manner challenges or seeks to prevent or enjoin, alter or materially delay any of the transactions contemplated hereby.

  • Xxxxx Subsidiary that have been declared or authorized prior to the date of this Agreement have been paid in full.

  • Xxxxx Subsidiary has established (and until the Closing Date shall continue to establish and maintain) on its books and records reserves that are adequate for the payment of all material Taxes not yet due and payable.

  • Xxxxx Subsidiary maintains with respect to its respective businesses or properties.

  • Xxxxx Subsidiary does not file Tax Returns but in which any of them is or may be subject to taxation, which individually or in the aggregate would be material, and no requests for waivers of the time to assess any such Taxes have been granted and remain in effect or are pending.

  • Xxxxx Subsidiary, any relative of the foregoing or an entity of which any of the foregoing is an Affiliate, on the other hand.

  • Xxxxx Subsidiary of any indebtedness for borrowed money other than in the ordinary course of business consistent with past practices.

  • Xxxxx Subsidiary is subject to any order, writ, injunction, decree, statute, rule or regulation that would, individually or in the aggregate, reasonably be expected to have a W.

  • Xxxxx Subsidiary immediately prior to the Effective Time shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist without any conversion thereof or payment therefor.

  • The language cited in the Panel’s question was drawn from a separate section of the United States – Sunset Review report addressing the preliminary jurisdictional issue of what is a measure, and that question is not present here.


More Definitions of Xxxxx Subsidiary

Xxxxx Subsidiary means each direct and indirect Subsidiary of Xxxxx other than a member of the Xxxxxxx-Xxxxxx Group.
Xxxxx Subsidiary means 5310 Holdings LLC;
Xxxxx Subsidiary means any corporation, partnership, limited liability company, joint venture or other entity in which Xxxxx (a) owns, or at any relevant time owned, directly or indirectly, 50% or more of the outstanding voting securities or equity interests, or (b) is a general partner.
Xxxxx Subsidiary has the meaning given to that term in Section 3.1(e) of this Agreement.
Xxxxx Subsidiary means each Subsidiary of Xxxxx, except for (x) any Xxxxx Non-Controlled Subsidiary, (y) any Subsidiary of any Xxxxx Non-Controlled Subsidiary and (z) any Xxxxx Other Interests (as defined herein); (iii) "Xxxxx Non-Controlled Subsidiary" means either SMCI or CESI; and (iv) "Person" means an individual, corporation, partnership, limited liability company, joint venture, association, trust, unincorporated organization or other entity. Schedule 2.2 of the Xxxxx Disclosure Letter sets forth a true and complete list of the equity securities owned by Xxxxx or any Xxxxx Subsidiary in any corporation, partnership, limited liability company, joint venture or other legal entity, excluding Xxxxx Subsidiaries.

Related to Xxxxx Subsidiary

  • 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.

  • SPE Subsidiary means any Subsidiary formed solely for the purpose of, and that engages only in, one or more Securitization Transactions.

  • Subsidiary means any subsidiary of the Company and shall, where applicable, also include any direct or indirect subsidiary of the Company formed or acquired after the date hereof.

  • Non-U.S. Subsidiary means any Subsidiary that is not a U.S. Subsidiary.

  • ORE Subsidiary means any Subsidiary of the Assuming Bank that engages solely in holding, servicing, managing or liquidating interests of a type described in clause (A) of the definition of “Other Real Estate,” which interests have arisen from the collection or settlement of a Shared-Loss Loan.

  • License Subsidiary has the meaning assigned to such term in Section 6.11.

  • IDI Subsidiary means any Issuer Subsidiary that is an insured depository institution.

  • Material Domestic Subsidiary means any Domestic Subsidiary that is a Material Subsidiary.

  • Parent Subsidiary means any Subsidiary of Parent.

  • Current Subsidiary means any Person in which the Company on the Subscription Date, directly or indirectly, (i) owns any of the outstanding capital stock or holds any equity or similar interest of such Person or (ii) controls or operates all or any part of the business, operations or administration of such Person, and all of the foregoing, collectively, “Current Subsidiaries”.

  • Material Subsidiary means any Subsidiary that is not an Immaterial Subsidiary.

  • SBIC Subsidiary means any Subsidiary of the Borrower (or such Subsidiary’s general partner or manager entity) that is (x) either (i) a “small business investment company” licensed by the SBA (or that has applied for such a license and is actively pursuing the granting thereof by appropriate proceedings promptly instituted and diligently conducted) under the Small Business Investment Act of 1958, as amended, or (ii) any wholly-owned, direct or indirect, Subsidiary of an entity referred to in clause (x)(i) of this definition, and (y) designated in writing by the Borrower (as provided below) as an SBIC Subsidiary, so long as:

  • Inactive Subsidiary means any Subsidiary of a Borrower that (a) does not conduct any business operations, (b) has assets with a total book value not in excess of $1,000,000 and (c) does not have any Indebtedness outstanding.

  • UK Subsidiary means a Subsidiary organized under the laws of England and Wales.

  • Domestic Subsidiary means any Subsidiary that is organized under the laws of the United States, any state thereof or the District of Columbia.

  • Controlled Subsidiary means any Subsidiary of the Company, 50% or more of the outstanding equity interests of which are owned by the Company and its direct or indirect Subsidiaries and of which the Company possesses, directly or indirectly, the power to direct or cause the direction of the management or policies, whether through the ownership of voting equity interests, by agreement or otherwise.

  • Operating Subsidiary means a majority-owned subsidiary of a financial

  • Relevant Subsidiary means any fully consolidated subsidiary of HeidelbergCement AG and for purposes only of this § 2 does not include any subsidiary which has one or more classes of equity securities (other than, or in addition to any convertible bonds or similar equity linked securities) which are listed or traded on a regulated stock exchange.

  • Pledged Subsidiary means each Subsidiary in respect of which the Administrative Agent has been granted a security interest in or a pledge of (a) any of the Capital Securities of such Subsidiary or (b) any intercompany notes of such Subsidiary owing to the Borrower or another Subsidiary.

  • Significant Domestic Subsidiary means any Domestic Subsidiary that is a Significant Subsidiary.

  • Excluded Subsidiary means (a) any Subsidiary that is not a wholly-owned direct or indirect Domestic Subsidiary of Holdings, (b) any Subsidiary that is prohibited or restricted by applicable Law or by Contractual Obligations permitted by this Agreement in existence at the time of acquisition of such Subsidiary but not entered into in contemplation thereof, from guaranteeing the Obligations or if guaranteeing the Obligations would require governmental (including regulatory) consent, approval, license or authorization, unless such consent, approval, license or authorization has been received, or for which the provision of a Guarantee would result in material adverse tax consequences to the Borrower or one of its subsidiaries as reasonably determined by the Borrower and agreed in writing by the Administrative Agent, (c) any other Subsidiary with respect to which, in the reasonable judgment of the Borrower and the Administrative Agent, the burden or cost of providing a Guarantee shall be excessive in view of the benefits to be obtained by the Lenders therefrom, (d) any not-for-profit Subsidiaries or captive insurance Subsidiaries, (e) any Unrestricted Subsidiaries, (f) any Securitization Subsidiary, (g) any direct or indirect Domestic Subsidiary of a direct or indirect Foreign Subsidiary of Holdings that is a CFC, (h) any direct or indirect Domestic Subsidiary of Holdings that is a FSHCO, (i) [reserved], (j) captive insurance Subsidiaries, (k) any Subsidiary that is not a Material Subsidiary and (l) any Restricted Subsidiary acquired pursuant to a Permitted Acquisition or other Investment that has assumed secured Indebtedness permitted under Section 7.03(g)(i) and not incurred in contemplation of such Permitted Acquisition or other Investment, in each case to the extent such secured Indebtedness prohibits such Subsidiary from becoming a Guarantor (so long as such prohibition is not incurred in contemplation of such Permitted Acquisition or other Investment). For the avoidance of doubt, the Borrower shall not constitute an Excluded Subsidiary.

  • Consolidated Subsidiary means with respect to any Person at any date any Subsidiary of such Person or other entity the accounts of which would be consolidated with those of such Person in its consolidated financial statements if such statements were prepared as of such date in accordance with GAAP.

  • Foreign Restricted Subsidiary means any Restricted Subsidiary that is not organized under the laws of the United States of America or any State thereof or the District of Columbia.

  • Wholly Owned Restricted Subsidiary is any Wholly Owned Subsidiary that is a Restricted Subsidiary.

  • U.S. Subsidiary means any Subsidiary that is incorporated or organized under the laws of the United States or a state thereof or the District of Columbia.

  • Intermediate Parent means any Subsidiary of Holdings and of which the Borrower is a subsidiary.