Permitted Subsidiary a Person that becomes a Domestic Subsidiary of a Borrower after the Closing Date, subject to the satisfaction of each of the following conditions: No Default or Event of Default exists at the time of the creation or formation of such Subsidiary; Borrowers give Agent not less than 10 Business Days prior written notice of the formation of such Subsidiary (or such later date as is acceptable to Agent); such Subsidiary is engaged primarily in one or more businesses in which Borrowers are engaged or businesses reasonably related or incidental thereto; and with respect to any such Subsidiary, such Person (i) if requested by Agent, executes and delivers to Agent, for the benefit of Lenders, a joinder agreement to this Agreement and such other documents (including, if requested by Agent, an amendment to any Hedging Agreement to add such Subsidiary thereto) as may be determined by Agent to add such Subsidiary as an additional "Borrower" hereunder, and/or a new pledge agreement or such amendments to the relevant Security Documents as Agent shall deem necessary or reasonably advisable to grant to Agent, for the benefit of Secured Parties, a Lien on the capital stock of such Subsidiary (and if such Person has any direct Foreign Subsidiaries, a Lien on at least 65% of the capital stock of each direct Foreign Subsidiary), (ii) delivers to Agent the certificates representing such capital stock, together with undated stock powers executed and delivered in blank by a duly authorized officer of the Borrowers or such Subsidiary, as the case may be, (iii) if requested by Agent, in lieu of being joined as a Borrower, causes such new Subsidiary to become a party to a subsidiary guarantee, if applicable, or such comparable documentation which is in form and substance reasonably satisfactory to Agent, and (iv) takes all actions deemed necessary or advisable by Agent to cause the Lien created by this Agreement to be duly perfected against such Person in accordance with all Applicable Law (subject to Section 7.6 hereof), including the filing of financing statements in such jurisdictions as may be requested by Agent subject to and in accordance with the Loan Documents; provided, however, that if such Subsidiary constitutes an Excluded Subsidiary, then Agent and Lenders will not require that such Subsidiary be joined to this Agreement as a Borrower or a Guarantor but may require that 100% of the capital stock of such Subsidiary be pledged to Agent, for the benefit of Lenders, as secu...
Permitted Subsidiary. Subject to the terms and conditions of the Loan Agreement, as modified by this Modification, Lender agrees to include ES of San Pablo as a Permitted Subsidiary. All references in the Loan Documents to the term "Permitted Subsidiary" shall be modified to include ES of San Pablo.
Permitted Subsidiary. (a) Borrowers and Guarantor have informed Lender that Guarantor has formed a wholly-owned subsidiary known as Sherwood Brands Zip, LLC, a Maryland limited liability company (“Sub-Transaction”).
Permitted Subsidiary a Subsidiary of a Borrower or Obligor that is in compliance with each of the Permitted Subsidiary Conditions. Permitted Subsidiary Conditions - the following conditions, the satisfaction of each of which is required before a Subsidiary formed or acquired after the Closing Date shall constitute a Permitted Subsidiary under this Agreement: (i) the Subsidiary is engaged in a Similar Business; (ii) there are no Liens on any of such Subsidiary’s assets other than Permitted Liens; and (iii) Borrowers, Obligors and such Subsidiary have complied with the provisions of Section 10.1.9. Person - any individual, corporation, limited liability company, unlimited liability company, partnership, joint venture, joint stock company, land trust, business trust, unincorporated organization, Governmental Authority or other entity. Pledge Agreement - each pledge agreement pursuant to which an Obligor pledges to the Applicable Agent, and grants a security interest to the Applicable Agent for the benefit of Secured Parties, in and to the Equity Interests of each of the Subsidiaries of such Obligor, as security for the Obligations. Plan - an employee pension benefit plan that is covered by Title IV of ERISA or subject to the minimum funding standards under Section 412 of the Internal Revenue Code and that is either (a) maintained by a Borrower or its Subsidiaries for employees or (b) maintained pursuant to a collective bargaining agreement, or other arrangement under which more than one employer makes contributions and to which a Borrower or its Subsidiaries is making or accruing an obligation to make contributions or has within the preceding five years made or accrued such contributions, and includes a Canadian Pension Plan, as applicable. PPSA - the Personal Property Security Act in force in the Province of Ontario, provided that if by reason of mandatory provisions of Applicable Law the validity, enforceability, enforcement, perfection and effect of perfection and non-perfection of a security interest or other applicable Lien with respect to any Obligor or Canadian Collateral is governed by other personal property security laws in force in Canada, the term “PPSA” means such other personal property security laws, including the Civil Code of Quebec. Pro Forma Financial Statements - as defined in Section 6.1(i). Pro Rata - when used with reference to a Lender’s share on any date of the total Borrower Group Commitments to a Borrower Group, its interest in the Collateral of the mem...
Permitted Subsidiary the Company is the sole legal and beneficial owner of all equity interests in the
Permitted Subsidiary. In addition to the other entities comprising Borrower, Xxxx Parent owns a 100% ownership interest in Xxxxxxxx Xxxx Services, Inc. (TRS) (“Permitted Subsidiary”). None of the ownership interests in the Permitted Subsidiary are a part of the Collateral Pool or security for the Loan, and subject to the covenants in herein and in Article 8 below, Xxxx Parent will not be limited or restricted in its activities with respect to Permitted Subsidiary.
