Definition of Subsidiary Clause Samples
The Definition of Subsidiary clause establishes the specific meaning of the term "subsidiary" as used throughout the agreement. Typically, it clarifies that a subsidiary is an entity controlled by another company, often through ownership of more than 50% of its voting shares or similar mechanisms of control. This definition ensures that references to subsidiaries are precise and consistent, which is crucial for determining the scope of obligations, rights, or restrictions that may extend to affiliated entities. By clearly defining what constitutes a subsidiary, the clause prevents ambiguity and potential disputes regarding which entities are covered by the agreement.
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Definition of Subsidiary. When a reference is made in this -------------------------- Agreement to a subsidiary of a party, the word "subsidiary" means any corporation or other organization whether incorporated or unincorporated of which at least a majority of the securities or interests having by the terms thereof ordinary voting power to elect at least a majority of the board of directors or others performing similar functions with respect to such corporation or other organization is directly or indirectly owned or controlled by such party or by any one or more of its subsidiaries, or by such party and one or more of its subsidiaries.
Definition of Subsidiary. For purposes of this Paragraph 4 and for purposes of Paragraph 5 (Covenant Not to Compete) below, “subsidiary” of the Company means any corporation, partnership, joint venture, limited liability company or other entity of which (i) at least a majority of the securities or other interests having by their terms voting power to elect a majority of the board of directors or others performing similar functions for such entity is directly or indirectly beneficially owned by the Company (either alone or through or together with one or more of its subsidiaries), or (ii) the Company or any subsidiary of the Company is a general partner or manager.
Definition of Subsidiary. The definition of "Subsidiary" in Section 1.01 of each of the Credit Agreements is hereby amended to read in its entirety as follows:
Definition of Subsidiary. For purposes of this Agreement, "Subsidiary" has the meaning set forth in Rule 405 under the Securities Act.
Definition of Subsidiary. For purposes of this Agreement, a “Subsidiary” shall mean any domestic or foreign corporation at least twenty percent (20%) of whose shares normally entitled to vote in electing directors is owned directly or indirectly by the Corporation or by other Subsidiaries.
Definition of Subsidiary. For the purposes of this Article VI, references to a “subsidiary” of a person shall mean (i) a corporation more than 50 percent of the combined voting power of the outstanding voting stock of which is owned, directly or indirectly, by such person or by one or more other subsidiaries of such person or by such person and one or more other subsidiaries of such person; (ii) a partnership of which such person or one or more other subsidiaries of such person or such person and one or more other subsidiaries thereof, directly or indirectly, is the general partner and has the power to direct the policies, management and affairs of such partnership; (iii) a limited liability company of which such person or one or more other subsidiaries of such person or such person and one or more other subsidiaries of such person, directly or indirectly, is the managing member and has the power to direct the policies, management and affairs of such company; and (iv) any other person (other than a corporation, partnership or limited liability company) in which such person or one or more other subsidiaries of such person or such person and one or more other subsidiaries of such person, directly or indirectly, has at least a majority ownership or the power to direct the policies, management and affairs thereof (including by contract).
Definition of Subsidiary. The definition of "Subsidiary" in Section 1.01 of the Credit Agreement shall be amended by adding a new sentence at the end thereof reading as follows: "Notwithstanding anything to the contrary contained herein (but subject to clause (i) of the first sentence of the definition of "Cash Flow" in Section 1.01 hereof), Atlanta Hawks shall not be deemed to be a Subsidiary or a Wholly Owned Subsidiary of the Company."
Definition of Subsidiary. As used in this Agreement, a -------------------------- "Subsidiary" of any party means any corporation or other organization, whether incorporated or unincorporated, of which (a) in the case of a corporation, securities or other interests having by their terms ordinary voting power to elect at least one-half of the board of directors or others performing similar functions with respect to such corporation are directly or indirectly owned or controlled by such party, by any one or more of its Subsidiaries, or by such party and one or more of its Subsidiaries or (b) in the case of any organization or entity other than a corporation, such party, one or more of its Subsidiaries, or such party and one or more of its Subsidiaries (x) owns at least one-half of the equity interests thereof or (y) has the power to elect or direct the election of at least one-half of the members of the governing body thereof or otherwise has "control" (within the meaning of Rule 12b-2 under the Exchange Act) over such organization or entity.
Definition of Subsidiary. The term "subsidiary," as used in this Agreement with respect to the Company, shall be deemed to refer only to those direct or indirect subsidiaries of the Company which would qualify (including on a pro forma basis) as "significant subsidiaries" pursuant to Rule 405 under the Securities Act (and, regardless of such qualification, shall be deemed to include Communication Systems USA, Inc. and Blue Dot Services Inc.).
Definition of Subsidiary. Except as otherwise provided herein, the term “Subsidiary” shall mean, in the case of either Texas United or GNB, any corporation, association or other entity in which it owns or controls, directly or indirectly, 25% or more of the outstanding voting securities or 25% or more of the total equity interest; provided, however, that the term shall not include any such entity in which such voting securities or equity interest is owned or controlled in a fiduciary capacity, without sole voting power, or was acquired in securing or collecting a debt previously contracted in good faith.