Foreign Subsidiaries. Notwithstanding anything in subpart (a) above or elsewhere in this Agreement to the contrary, no Credit Party shall be required to (i) pledge (or cause to be pledged) more than 65% of the Equity Interests designated as voting and 100% of the Equity Interests designated as non-voting in any CFC or CFC Holdco, or (ii) cause a CFC or CFC Holdco to become a Guarantor or otherwise become a party to the Security Agreement or any other Security Document, if to do so would subject Holdings, the Borrower or any of its Subsidiaries to liability for additional United States income taxes by virtue of Section 956 of the Code in an amount the Borrower considers material.
Appears in 3 contracts
Samples: Credit Agreement (Purple Innovation, Inc.), Credit Agreement (Purple Innovation, Inc.), Assignment Agreement (Purple Innovation, Inc.)
Foreign Subsidiaries. Notwithstanding anything in subpart (a) above or elsewhere in this Agreement to the contrary, no Credit Party shall be required to (i) pledge (or cause to be pledged) more than 65% of the Equity Interests designated as voting and 100% of the Equity Interests designated as non-voting in any CFC or CFC Holdco, or (ii) cause a CFC or CFC Holdco to become a Guarantor or otherwise become a party to the Security Agreement or any other Security Document, if to do so would subject Holdings, the Borrower or any of its Subsidiaries to liability for additional United States income taxes by virtue of Section 956 of the Code in an amount the Borrower considers material.
Appears in 3 contracts
Samples: Credit Agreement (Eastern Co), Credit Agreement (Lemaitre Vascular Inc), Credit Agreement (Eastern Co)
Foreign Subsidiaries. Notwithstanding anything in subpart (a) above or elsewhere in this Agreement to the contrary, no Credit Party shall be required to (i) pledge (or cause to be pledged) more than 65% of the Equity Interests designated as voting and 100% of the Equity Interests designated as non-voting in any CFC or CFC Holdco, or (ii) cause a CFC or CFC Holdco to become a Guarantor or otherwise become a party to the Security Agreement or any other Security Document, if to do so would subject Holdings, the Borrower or any of its Subsidiaries to liability for additional United States income taxes by virtue of Section 956 of the Code in an amount the Borrower considers material.. 100
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