Transaction Subsidiaries definition

Transaction Subsidiaries means (i) each of the Subsidiaries listed on Part II of Schedule 1 of the Assumption Agreement and (ii) such other Subsidiaries formed or to be used in connection with any structuring of the Company and its Subsidiaries, in each case, as designated or undesignated by the Company from time to time.
Transaction Subsidiaries with respect to (a) Cyprus, means Cyprus ------------------------ Gold, Magadan and Omolon and (b) Amax Gold, means Amax Russia and, with respect to and to the extent of its performance of the AGI Activities, Omolon.

Examples of Transaction Subsidiaries in a sentence

  • The Company has the unrestricted right to vote, and (subject to limitations imposed by applicable law) to receive dividends and distributions on, all capital securities of the Transaction Subsidiaries as owned by the Company or any Subsidiary of any Transaction Subsidiary.

  • The Company or any of the Transaction Subsidiaries shall, before or concurrent with the first Closing, have closed the Acquisition.

  • Nature of Transaction Subsidiaries 26 Employee Benefits Plan Defined Contribution PlanContribution to Defined Contribution plans are recognised and charged off for the year are as under : Particulars31.03.201831.03.2017Employers Contribution to Provident Fund483,619532,960 NOTES TO FINANCIAL STATEMENTS Defined Benefit PlanEmployees gratuity and leave encashment scheme is defined benefit plan.

  • Nature of Transaction Subsidiaries 25 Employee Benefits Plan Defined Contribution PlanContribution to Defined Contribution plans are recognised and charged off for the year are as under : Particulars31.03.201931.03.2018Employers Contribution to Provident Fund82,7525,32,960Defined Benefit PlanEmployees gratuity and leave encashment scheme is defined benefit plan.

  • The Agent has not made nor does it now make any representations or warranties, express or implied, nor does it assume any liability to the Banks, with respect to the credit worthiness or financial conditions of the Borrower or any of the other Transaction Subsidiaries.

  • Cyprus covenants and agrees with respect to itself and its Transaction Subsidiaries that at all times from and after the date hereof until the Closing and, with respect to any covenant or agreement by its terms to be performed in whole or in part after the Closing, for the period specified in Article X, it will comply with all covenants and provisions of this Article V, except to the extent Amax Gold may otherwise consent in writing.

  • Nature of Transaction Subsidiaries 25 Employee Benefits Plan Defined Contribution PlanContribution to Defined Contribution plans are recognised and charged off for the year are as under : Particulars31.03.201931.03.2018Employers Contribution to Provident Fund82,7525,32,960 Defined Benefit PlanEmployees gratuity and leave encashment scheme is defined benefit plan.

  • Nature of Transaction* Subsidiaries includingAB Technologies (Pvt) Ltd, Abans Lanka (Pvt) Ltd , Abans Retail (Pvt) Ltd ,AB Suncity (Pvt)Ltd.

  • As of the Closing Date, no relationship, direct or indirect, will exist between or among Symmetry or any of the Post Transaction Subsidiaries, on the one hand, and the directors, officers, stockholders or other affiliates of Symmetry or any of the Post Transaction Subsidiaries, on the other, that would be required by the Securities Act to be described in a registration statement to be filed with the Commission and that is not so described in each of the Time of Sale Information and the Offering Memorandum.

  • No approval, consent, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority is necessary or required in connection with the execution, delivery or performance by, or enforcement against, the Purchaser of this Agreement or against the Purchaser or any of the Transaction Subsidiaries of any other Transaction Agreement to which the Purchaser or such Transaction Subsidiary is a party.

Related to Transaction Subsidiaries

  • Acquisition Subsidiary shall have the meaning set forth in the Preamble.

  • Parent Subsidiaries means the Subsidiaries of Parent.

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

  • Subsidiaries means any corporation or other organization, whether incorporated or unincorporated, in which the Company owns, directly or indirectly, any equity or other ownership interest.

  • Principal Subsidiaries means any subsidiary of the Guarantor whose total assets, as shown by the accounts of such subsidiary (consolidated in the case of a subsidiary which itself has subsidiaries), based upon which the latest audited consolidated accounts of the Group have been prepared, is at least 20 per cent. of the total assets of the Group as shown by such audited consolidated accounts, provided that if any such subsidiary (the “transferor”) shall at any time transfer the whole or a substantial part of its business, undertaking or assets to another subsidiary of the Guarantor or to the Guarantor itself (the “transferee”) then:

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of Spinco immediately following the Contribution.

  • Company Subsidiaries means the Subsidiaries of the Company.

  • Canadian Subsidiaries means the Subsidiaries organized under the laws of Canada or any province, territory or other political subdivision thereof.

  • Excluded Subsidiaries means any Subsidiary of any Holding Company that is not itself a Holding Company or the Borrower and that is: (a) listed on Schedule 1.02 as of the Closing Date; (b) a CFC or a CFC Holding Company; (c) any not-for-profit Subsidiary; (d) a Joint Venture or a Subsidiary that is not otherwise a wholly-owned Restricted Subsidiary; (e) an Immaterial Subsidiary; (f) an Unrestricted Subsidiary; (g) a Captive Insurance Subsidiary or other special purpose entity; (h) prohibited by any applicable Requirement of Law or contractual obligation from guaranteeing or granting Liens to secure any of the Secured Obligations or with respect to which any consent, approval, license or authorization from any Governmental Authority would be required for the provision of any such guaranty (but in the case of such guaranty being prohibited due to a contractual obligation, such contractual obligation shall have been in place at the Closing Date or at the time such Subsidiary became a Subsidiary and is not created in contemplation of or in connection with such Person becoming a Subsidiary); provided that each such Restricted Subsidiary shall cease to be an Excluded Subsidiary solely pursuant to this clause (h) if such consent, approval, license or authorization has been obtained (it being understood and agreed that no Loan Party or Restricted Subsidiary shall be required to seek any such consent, approval, license or authorization); (i) with respect to which the Borrower (in consultation with the Administrative Agent) reasonably determines that guaranteeing or granting Liens to secure any of the Secured Obligations would result in material adverse tax consequences; (j) with respect to which the Borrower and the Administrative Agent reasonably agree that the cost and/or burden of providing a guaranty of the Secured Obligations outweighs the benefits to the Lenders; (k) a direct or indirect Subsidiary of an Excluded Subsidiary; (l) a Securitization Subsidiary; (m) organized or incorporated outside of the United States or any state, province, territory or jurisdiction thereof, (n) [reserved] and (o) any Restricted Subsidiary acquired pursuant to a Permitted Acquisition or other permitted Investment that, at the time of such Permitted Acquisition or other permitted Investment, has assumed secured Indebtedness permitted hereunder and not incurred in contemplation of such Permitted Acquisition or other Investment and each Restricted Subsidiary that is a Subsidiary thereof that guarantees such Indebtedness, in each case to the extent (and solely for so long as) such secured Indebtedness prohibits such Restricted Subsidiary from becoming a Guarantor (provided that each such Subsidiary shall cease to be an Excluded Subsidiary under this clause (o) if such secured Indebtedness is repaid or becomes unsecured, if such Restricted Subsidiary ceases to be an obligor with respect to such secured Indebtedness or such prohibition no longer exists, as applicable).

  • Transaction Parties As defined in Section 5.3(o).

  • Securitization Subsidiary means any Subsidiary formed for the purpose of, and that solely engages only in one or more Qualified Securitization Facilities and other activities reasonably related thereto.

  • Group Companies means the Company and its Subsidiaries.

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

  • Target Companies means the Target and its Subsidiaries.

  • Retained Subsidiaries means all Subsidiaries of Sellers and their respective direct and indirect Subsidiaries, as of the Closing Date, other than the Purchased Subsidiaries.

  • Seller Parent has the meaning set forth in the Preamble.

  • Acquired Entities means the Company and the Company Subsidiaries.

  • MergerSub has the meaning set forth in the Preamble.

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • Ultimate Parent means a Company, which owns not less than fifty-one percent (51%) equity either directly or indirectly in the Parent and Affiliates.

  • Parent Subsidiary means any Subsidiary of Parent.

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

  • Operating Subsidiaries means, collectively, the Corporation and HST, each a wholly-owned subsidiary of the Trust, and "Operating Subsidiary" means either of the Corporation or HST, as applicable.

  • Wholly-Owned Consolidated Subsidiary means any Consolidated Subsidiary all of the shares of capital stock or other ownership interests of which (except directors' qualifying shares) are at the time directly or indirectly owned by the Company.