Common use of Restricted and Unrestricted Subsidiaries Clause in Contracts

Restricted and Unrestricted Subsidiaries. Designate any Subsidiary as an Unrestricted Subsidiary or redesignate any Unrestricted Subsidiary as a Subsidiary only in accordance with the definition of “Unrestricted Subsidiary” contained herein. Neither the Borrower nor any Guarantor (other than Holdings) shall sell, lease, sublease, dispose of or otherwise transfer to an Unrestricted Subsidiary ownership of or an exclusive license in any Intellectual Property that is material to the business or operations of the Borrower and its Subsidiaries taken as a whole (as reasonably determined in good faith by the Borrower) in a transaction the principal purpose of which (as reasonably determined in good faith by the Borrower) is to incur structurally senior debt to the Term Facilities and the Revolving Facility secured by such Intellectual Property.

Restricted and Unrestricted Subsidiaries. Designate any Subsidiary as an Unrestricted Subsidiary or redesignate any Unrestricted Subsidiary as a Subsidiary only in accordance with the definition of “Unrestricted Subsidiary” contained herein. Neither the Borrower nor any Guarantor (other than Holdings) No Unrestricted Subsidiary may own, and no Loan Party shall sell, lease, sublease, dispose of or otherwise transfer in any transaction (or series of related transactions) to an Unrestricted Subsidiary ownership of of, or an exclusive license in in, any Intellectual Property Propertyassets that is isare material to the business or operations of the Borrower and its the Subsidiaries taken as a whole (as reasonably determined in good faith by the Borrower) in a transaction the principal purpose of which (as reasonably determined in good faith by the Borrower) is to incur structurally senior debt to the Term Facilities and the Revolving Facility secured by such Intellectual Property.