Indian Subsidiary Sample Clauses

Indian Subsidiary. The Company shall have delivered evidence that it has terminated the operations of its Indian subsidiary without cost or liability to the Company, the Surviving Corporation or the Buyer in excess of $50,000.
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Indian Subsidiary. Transfer any Intellectual Property to Indian Subsidiary or allow Indian Subsidiary to maintain any Intellectual Property.
Indian Subsidiary. (a) At or prior to the Effective Time, the Company shall cause BV Xxxxxxxxx to execute any share transfer documents as the “transferor” and deliver the same to the Parent, thereby evidencing the transfer of shares held in his name in the Indian Subsidiary to Parent or any Person so nominated by the Parent.
Indian Subsidiary. Prior to Closing or, if performance under this Section is not possible prior to Closing despite the best efforts of PMAC and the Stockholders, as soon thereafter as is practicable, PMAC and the Stockholders shall cause the Articles of Association and other governing documents of PMAC's Indian Subsidiary shall be amended and restated in forms satisfactory to ANSYS in its sole discretion, such amendments to include, without limitation, terms requiring the affirmative vote or consent of all shares held by PMAC for the taking of any corporate action by the Indian Subsidiary, whether or not PMAC is represented at a meeting of the stockholders thereof, permitting PMAC to elect the majority of the Board of Directors of the Indian Subsidiary and requiring the consent of such PMAC directors for certain corporate actions of the Indian Subsidiary.
Indian Subsidiary. As of the date of this Agreement the Seller operates its business in India through a branch office of Forbo Adhesives Deutschland GmbH and has initiated a procedure to establish the aforementioned branch office as a separate legal entity in which 75% of the shares of such entity shall be owned by Forbo Finanz AG and 25% shall be owned by Forbo NL Holding B.V. In case such legal entity has been duly organized and validly exists under the laws of India at the Closing Date, the shares of such entity shall be transferred to the Purchaser or any Purchasing Subsidiary designated by the Purchaser and Schedule 2.1 shall automatically be amended accordingly.

Related to Indian Subsidiary

  • Subsidiary For purposes of this Agreement, the term “subsidiary” means any corporation or limited liability company of which more than 50% of the outstanding voting securities or equity interests are owned, directly or indirectly, by the Company and one or more of its subsidiaries, and any other corporation, limited liability company, partnership, joint venture, trust, employee benefit plan or other enterprise of which Indemnitee is or was serving at the request of the Company as a director, officer, employee, agent or fiduciary.

  • Domestic Subsidiary Any Subsidiary of the Borrower that is organized under the laws of any political subdivision of the United States.

  • Foreign Subsidiary Any Subsidiary that is organized under the laws of a jurisdiction other than the United States of America and the States (or the District of Columbia) thereof.

  • any Subsidiary of an Unrestricted Subsidiary The Issuer may designate any Subsidiary of the Issuer (including any existing Subsidiary and any newly acquired or newly formed Subsidiary) to be an Unrestricted Subsidiary unless such Subsidiary or any of its Subsidiaries owns any Equity Interests or Indebtedness of, or owns or holds any Lien on, any property of, the Issuer or any Subsidiary of the Issuer (other than solely any Subsidiary of the Subsidiary to be so designated); provided that

  • Foreign Subsidiaries Subject to the following sentence, in the event that, at any time, Foreign Subsidiaries have, in the aggregate, (i) total revenues constituting 5% or more of the total revenues of Borrower and its Subsidiaries on a consolidated basis, or (ii) total assets constituting 5% or more of the total assets of Borrower and its Subsidiaries on a consolidated basis, promptly (and, in any event, within 30 days after such time) the Borrower shall cause one or more of such Foreign Subsidiaries to become Subsidiary Guarantors and to have their Equity Interests pledged, each in the manner set forth in Section 8.12(a), such that, after such Subsidiaries become Subsidiary Guarantors, the non-guarantor Foreign Subsidiaries in the aggregate shall cease to have revenues or assets, as applicable, that meet the thresholds set forth in clauses (i) and (ii) above. Notwithstanding the foregoing, no Foreign Subsidiary shall be required to become a Subsidiary Guarantor, xxxxx x xxxx on any of its assets in favor of the Lenders, or shall have its Equity Interests pledged to secure the Obligations, to the extent that becoming a Subsidiary Guarantor, granting a lien on any of its assets in favor of the Lenders or providing such pledge would result in adverse tax consequences for Borrower and its Subsidiaries, taken as a whole; provided that, if a Foreign Subsidiary is precluded from becoming a Subsidiary Guarantor or having all of its Equity Interests pledged as a result of such adverse tax consequences, to the extent that such Foreign Subsidiary is a “first tier” Foreign Subsidiary, Borrower shall pledge (or cause to be pledged) 65% of the total number of the Equity Interests of such Foreign Subsidiary to the Lenders to secure the Obligations.

  • Subsidiary of an Unrestricted Subsidiary The Board of Directors of the Issuer may designate any Subsidiary of the Issuer (including any newly acquired or newly formed Subsidiary or a Person becoming a Subsidiary through merger, consolidation or other business combination transaction, or Investment therein) to be an Unrestricted Subsidiary only if:

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