Excluded Domestic Holdco means a Domestic Subsidiary substantially all of the assets of which consist of Stock of one or more Excluded Foreign Subsidiaries.
Excluded Domestic Holdco means a Domestic Subsidiary substantially all of the assets of which (whether held directly or indirectly) consist of (x) equity interests (including for this purpose, any debt or other instrument treated as equity for U.S. federal income tax purposes) in one or more Foreign Subsidiaries (excluding for purposes of such asset determination, from both assets described in (x) and (y) and the calculation of the Domestic Subsidiary’s total assets, any Indebtedness issued by such Foreign Subsidiaries), and (y) de minimis cash and Cash Equivalents and other assets being held on a short-term temporary basis incidental to the holding of assets described in clause (x) of this definition.
Excluded Domestic Holdco means a Domestic Subsidiary substantially all of the assets of which consist of (i) Stock of one or more Excluded Foreign Subsidiaries that has not guaranteed or pledged any of its assets to secure, or with respect to which there shall not have been pledged two-thirds or more of the voting Stock to secure, any Indebtedness (other than the Loans) of a Credit Party or any other Subsidiary of Borrower which is a United States person within the meaning of Section 7701(a)(30) of the Code or (ii) Stock of one or more Excluded Domestic Holdcos.
More Definitions of Excluded Domestic Holdco
Excluded Domestic Holdco means a Subsidiary that is a U.S. Person and substantially all the assets of which consist of Capital Stock issued by one or more “controlled foreign corporations” as such term is defined in Section 957 of the Code.
Excluded Domestic Holdco means a Domestic Subsidiary, substantially all of the assets of which consist of Equity Interests of one or more Excluded Foreign Subsidiaries, which has not guaranteed or pledged any of its assets to secure, or with respect to which there shall not have been pledged two-thirds or more of the voting Equity Interests to secure, any Indebtedness (other than the Loans) of a Loan Party that is a United States person within the meaning of Section 7701(a)(30) of the Code.
Excluded Domestic Holdco means a wholly-owned Subsidiary of Parent substantially all the assets of which consist of capital stock or other equity interests in Foreign Subsidiaries held directly or indirectly by such Subsidiary and who does not engage in any business, operations or activity other than that of a holding company.
Excluded Domestic Holdco means a wholly-owned Subsidiary of Borrower substantially all the assets of which consist of capital stock or other equity interests in the Excluded Foreign Subsidiary held directly or indirectly by such Subsidiary and that does not engage in any business, operations or activity other than that of a holding company. For the avoidance of doubt, it is understood and agreed that no Excluded Domestic Holdcos exist as of the Closing Date.
Excluded Domestic Holdco means a Domestic Subsidiary substantially all of the assets of which consist of Capital Stock of one or more Excluded Domestic Holdcos, CFCs or CFC Holdcos.
Excluded Domestic Holdco means a Domestic Subsidiary that has no material assets other than Stock (and, if applicable, Stock and Indebtedness) of one or more Excluded Foreign Subsidiaries described in clause (a) of the definition of “Excluded Foreign Subsidiary.” “Excluded Foreign Subsidiary” means a Foreign Subsidiary which is (a) a CFC that has not guaranteed or pledged any of its assets to secure, or with respect to which there shall not have been pledged two-thirds or more of the voting Stock to secure, any Indebtedness (other than the Loans) of a Loan Party or any other Subsidiary of Livent which is a United States person within the meaning of Section 7701(a)(30) of the Code, or (b) a Foreign Subsidiary owned by a Foreign Subsidiary described in clause (a). “Excluded Hedging Contract” means, with respect to any Guarantor, any Hedging Obligation if, and to the extent that, all or a portion of the Guarantee of such Guarantor of, or the grant by such Guarantor of a security interest to secure, such Hedging Obligation (or any Guarantee thereof) is or becomes illegal under the Commodity Exchange Act or any rule, regulation or order of the Commodity Futures Trading Commission (or the application or official interpretation of any thereof) by virtue of such Guarantor’s failure for any reason to constitute an ECP at the time the Guarantee of such Guarantor or the grant of such security interest becomes or would become effective with respect to such Hedging Obligation. If a Hedging Obligation arises under a master agreement governing more than one swap, such exclusion shall apply only to the portion of such Hedging Obligation that is attributable to swaps for which such Guarantee or security interest is or becomes illegal. “Excluded Subsidiary” means each Excluded Domestic Holdco and each Excluded Foreign Subsidiary. “Excluded Taxes” means any of the following Taxes imposed on or with respect to a Recipient or required to be withheld or deducted from a payment to a Recipient, (a) Taxes imposed on or measured by net income (however denominated), franchise Taxes, and branch profits Taxes, in each case, (i) imposed as a result of such Recipient being organized under the laws of, or having its principal office or, in the case of any Lender, its applicable lending office located in, the jurisdiction imposing such Tax (or any political subdivision thereof) or (ii) that are Other Connection Taxes, (b) in the case of a Lender, U.S. federal withholding Taxes imposed on amounts payable to or for...
Excluded Domestic Holdco a Domestic Subs idiary substantially all of the assets of which (whether held directly or indirectly) consist of Equity Interests of one or more Foreign Subsidiaries. “ Excluded Subsidiary ” means any Subsidiary that is (a) a Foreign Subsidiary, (b) a direct or indirect Sub sidiary of a Foreign Subsidiary or an Excluded Domestic Holdco; (c) an Excluded Domestic Holdco, (d) a captive insurance company; (e) a not - for - profit Subsidiary; (f) a Domestic Subsidiary that is a disregarded entity for U.S. federal income tax purposes a nd that owns Equity Interests of a Foreign Subsidiary; (g) prohibited or restricted by organizational documents or any contract existing on (but not