Common use of Designation of Restricted Subsidiary as Unrestricted Subsidiary Clause in Contracts

Designation of Restricted Subsidiary as Unrestricted Subsidiary. The board of directors of the Borrower may, by written notice to the Facility Agent, designate any Restricted Subsidiary to be an Unrestricted Subsidiary if: (i) all Debt of such Subsidiary, whether in existence at the time of designation as an Unrestricted Subsidiary, or Incurred thereafter, is Non-Recourse Debt; (ii) such Subsidiary is not party to any agreement, contract, arrangement or understanding with the Borrower or any Restricted Subsidiary unless the terms of any such agreement, contract, arrangement or understanding are no less favorable to the Borrower or such Restricted Subsidiary than those that might be obtained at the time from persons who are not Affiliates of the Borrower; (iii) such Subsidiary is a person with respect to which neither the Borrower nor any Restricted Subsidiaries has any direct or indirect obligation (i) to subscribe for additional Equity Interests, or (ii) to maintain or preserve such person to achieve any specified levels of operating results; and (iv) the designation would not otherwise cause a Default.