Non-Guarantor Subsidiaries definition

Non-Guarantor Subsidiaries means, as of any date of determination, a collective reference to:

Non-Guarantor Subsidiaries means (a) any Immaterial Subsidiary, (b) any Subsidiary that is prohibited by applicable Law or Contractual Obligations existing on the Closing Date and not entered into in contemplation of the Acquisition (or, in the case of any newly acquired Subsidiary, in existence at the time of acquisition but not entered into in contemplation thereof) from providing a Guaranty of the Secured Obligations or if guaranteeing the Secured Obligations would require governmental (including regulatory) consent, approval, license or authorization (unless such consent, approval, license or authorization has been obtained), (c) any other Subsidiary with respect to which, in the reasonable judgments of the Borrower and the Administrative Agent, the cost (including any adverse tax consequences) of providing a Guaranty shall be excessive in view of the benefits to be obtained by the Lenders therefrom and (d) any CFC Holdco of the Borrower.

Non-Guarantor Subsidiaries means (x) any Unrestricted Subsidiary, (y) any Receivables Subsidiary and (z) any Subsidiary of the Company that does not guarantee the Company’s Obligations under the Credit Agreement and does not guarantee any Indebtedness of the Company or a Subsidiary Guarantor of $25.0 million or more. The Board of Directors of the Company may designate any Restricted Subsidiary as a Non-Guarantor Subsidiary by filing with the Trustee a certified copy of a resolution of such Board of Directors giving effect to such designation and an Officers’ Certificate certifying as to the applicable clause of the definition of Non-Guarantor Subsidiaries that warrants such designation.

Examples of Non-Guarantor Subsidiaries in a sentence

• The following supplemental condensed consolidating financial information reflects the Parent’s separate accounts, the combined accounts of the Guarantor Subsidiaries, the combined accounts of the Non-Guarantor Subsidiaries, the combined consolidating adjustments and eliminations and the Parent’s consolidated accounts for the dates and periods indicated.

• The following supplemental condensed consolidating financial information reflects the Parent’s separate accounts, the combined accounts of the Guarantor Subsidiaries, the combined accounts of the Parent’s Non-Guarantor Subsidiaries, the combined consolidating adjustments and eliminations and the Parent’s consolidated accounts for the dates and periods indicated.

• For purposes of the following footnote: • we are referred to as “Parent;” • the “Guarantor Subsidiaries” are all subsidiaries other than the Non-Guarantor Subsidiaries defined below; and • The “Non-Guarantor Subsidiaries” as of December 31, 2010 include two California Public Utilities Commission regulated entities, our natural gas storage subsidiaries and other minor subsidiaries.

• Luxembourg Madagascar CROWN Societe Malgache d’Emballages Metalliques (CROWN SMEM) (99.87% owned by Crown European Holdings SA) Madagascar Non-Guarantor Subsidiaries Jurisdiction of Formation Malaysia CROWN Closures Malaysia Sdn Bhd Malaysia (60% owned by CROWN Asia Pacific Holdings Limited (Singapore)) CROWN Beverage Cans Malaysia Sdn Bhd Malaysia Xxxxxx Plastik (Malaysia) Sdn Bhd Malaysia (28.5% owned by Xxxxxx Plastik (S.E. Asia) PTE Ltd.

• United Kingdom CMB Charities Limited United Kingdom Metgate Developments Limited United Kingdom Crown Cork & Seal Finance N°2 Plc United Kingdom Xxxx Xxxxxxxx Trust Fund United Kingdom Xxxxxx Xxxxxx Trust United Kingdom Uruguay Copag Trading SA Uruguay Non-Guarantor Subsidiaries Jurisdiction of Formation Venezuela Xxxxxxxxx Continental SA Venezuela (40% owned by Crown Cork & Seal Company, Inc.

More Definitions of Non-Guarantor Subsidiaries

Non-Guarantor Subsidiaries means Domestic Subsidiaries which are not Guarantors (other than any Securitization Subsidiary).

Non-Guarantor Subsidiaries means, at any time, any Subsidiary of the Restricted Parent that at such time (1) is an Unrestricted Subsidiary, (2) is an Excluded Subsidiary, (3) is not a Wholly Owned U.S. Subsidiary or (4) has not created, incurred, issued, assumed, guaranteed or otherwise become directly or indirectly liable, contingently or otherwise, with respect to any Indebtedness that is owed or otherwise outstanding at such time. The Board of Directors of the Restricted Parent may designate any Subsidiary of the Restricted Parent as a Non-Guarantor Subsidiary by filing with the Trustee a certified copy of a resolution of such Board of Directors giving effect to such designation and an Officer’s Certificate certifying as to the applicable clause of the definition of “Non-Guarantor Subsidiaries” that warrants such designation.

Non-Guarantor Subsidiaries means (i) on the Effective Date, each Subsidiary of the Borrower listed on Part A of Schedule XIII and (ii) after the Effective Date, any Subsidiary of the Borrower that is not at such time a Subsidiary Guarantor.

Non-Guarantor Subsidiaries is defined in Section 7.10.

Non-Guarantor Subsidiaries means each Restricted Subsidiary that is not a Guarantor.

Non-Guarantor Subsidiaries has the meaning assigned to such term in Section 11.09.

Non-Guarantor Subsidiaries means (i) on the Amendment No. 4 Effective Date, each Subsidiary of the U.S. Borrower listed on Part A of Schedule XIII and (ii) after the Amendment No. 4 Effective Date, any Subsidiary of the U.S. Borrower that is not at such time a Subsidiary Guarantor.