Subsidiary Designation. (a) Unless designated as an Unrestricted Subsidiary in accordance with Section 5.14(b), any Person that becomes a Subsidiary of the Borrower or any of its Restricted Subsidiaries shall be classified as a Restricted Subsidiary.
(b) The Borrower may at any time designate any Restricted Subsidiary of the Borrower, including a newly formed or newly acquired Person that would otherwise be a Restricted Subsidiary of the Borrower, as an Unrestricted Subsidiary; provided (i) immediately before and after such designation, no Default or Event of Default shall have occurred and be continuing, (ii) unless an Investment Grade Event has occurred at or prior to such time, immediately after giving effect to such designation, the Borrower shall be in compliance, on a Pro Forma Basis, with the Financial Performance Covenants, and, as a condition precedent to the effectiveness of any such designation, the Borrower shall deliver to the Administrative Agent a certificate setting forth in reasonable detail the calculations demonstrating such compliance and (iii) no Subsidiary may be designated as an Unrestricted Subsidiary if it is a “Restricted Subsidiary” (or equivalent term) for the purpose of the Senior Notes or any Material Indebtedness. The designation of any Subsidiary as an Unrestricted Subsidiary after the Effective Date shall constitute an Investment by the Borrower therein at the date of designation in an amount equal to the fair market value of the Borrower’s or its Restricted Subsidiary’s (as applicable) Investment therein and shall be permitted to the extent such Investment would have been permissible hereunder.
(c) The Borrower may designate any Unrestricted Subsidiary to be a Restricted Subsidiary if after giving effect to such designation, (i) the representations and warranties of the Loan Parties contained in each of the Loan Documents are true and correct in all material respects (provided, that if a representation and warranty is qualified by materiality or Material Adverse Effect, then it shall be true and correct in all respects) on and as of such date as if made on and as of the date of such re-designation (or, if stated to have been made expressly as of an earlier date, were true and correct in all material respects as of such date), (ii) no Default or Event of Default would exist and (iii) at all times prior to the occurrence of an Investment Grade Event (or, with respect to any Investment Grade Retained Credit Support, at all times) the Borrower compli...
Subsidiary Designation. The Borrower agrees that each Restricted Subsidiary on the Closing Date will remain a Restricted Subsidiary until the Obligations have been repaid in full and the Commitment has been terminated.
Subsidiary Designation. 43 6.13. Accounts.....................................................43
Subsidiary Designation. The Borrower agrees that each Subsidiary on the Closing Date will remain a Subsidiary until the Obligations have been repaid in full and the Commitment has been terminated, except for Subsidiaries to be dissolved pursuant to the Approved Budget, pursuant to an orderly liquidation, pursuant to an Asset Sale or with the consent of the Lenders. 38
Subsidiary Designation. Promptly (and in any event within five ---------------------- Business Days) after the designation by the Board of Directors of any Subsidiary as an Unrestricted Subsidiary, or any redesignation by the Board of Directors of a Restricted Subsidiary as an Unrestricted Subsidiary or of an Unrestricted Subsidiary as a Restricted Subsidiary, notice thereof accompanied by an Officers' Certificate stating that such designation or redesignation has been made in compliance with the definition of "Restricted Subsidiary" or "Unrestricted Subsidiary", whichever shall be applicable, set forth in Section 1.01, and, in the case of any designation or redesignation of a Subsidiary as an Unrestricted Subsidiary, setting forth the name of each other Subsidiary which has become an Unrestricted Subsidiary as a result thereof;
Subsidiary Designation. 63 6.14. Subsidiary Creation or Acquisition.........................................63 6.15. Year 2000 Compliance.......................................................63 6.16. Post Closing UCC Searches..................................................63 6.17. Post Closing Acquisition of Assets, Properties and Contractual Arrangements.............................................................63 6.18. Post Closing Grant of Liens................................................64
Subsidiary Designation. 48 6.14. Subsidiary Creation or Acquisition............................................................ 48 6.15. Year 2000 Compliance.......................................................................... 48 6.16. Eurocurrency Conversion to the Euro........................................................... 48
Subsidiary Designation. The Borrower agrees that a Subsidiary will be a Restricted Subsidiary if such Subsidiary, together with its Subsidiaries, (i) for the most recent fiscal year of the Parent, accounted for more than 10% of the consolidated revenues of the Parent and its Restricted Subsidiaries or (ii) as of the end of such fiscal year, was the owner of more than 10% of the consolidated assets of the Parent and its Restricted Subsidiaries, all as set forth on the most recently available consolidated financial statements of the Parent for such fiscal year.
Subsidiary Designation. No Borrower shall designate, or permit the designation of, any Borrower as an Unrestricted Subsidiary (under and as defined in the ABL Credit Agreement) or as an Unrestricted Subsidiary (or similar term) (under and as defined in any Replacement ABL Credit Agreement).
Subsidiary Designation. 53 6.14. Subsidiary Creation or Acquisition ............................ 53