Common use of Subsidiary of an Unrestricted Subsidiary Clause in Contracts

Subsidiary of an Unrestricted Subsidiary. The Issuer may designate any Subsidiary (other than the Co-Issuer) of the Issuer, respectively (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: (1) at the time of such designation, such Subsidiary or any of its Subsidiaries does not own any Capital Stock or Indebtedness of, or own or hold any Lien on any property of, the Issuer or any other Subsidiary of the Issuer which is not a Subsidiary of the Subsidiary to be so designated or otherwise an Unrestricted Subsidiary; and (2) such designation and the Investment, if any, of the Issuer in such Subsidiary complies with Section 3.3 hereof.

Appears in 5 contracts

Samples: Indenture (Restaurant Brands International Inc.), Indenture (Restaurant Brands International Limited Partnership), Indenture (Restaurant Brands International Limited Partnership)

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Subsidiary of an Unrestricted Subsidiary. The Issuer may designate any Subsidiary (other than the Issuer, the Co-Issuer or any direct or indirect parent entity of the Issuer) of the Issuer, respectively (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: (1) at the time of such designation, such Subsidiary or any of its Subsidiaries does not own any Capital Stock or Indebtedness of, or own or hold any Lien on any property of, the Issuer or any other Subsidiary of the Issuer which is not a Subsidiary of the Subsidiary to be so designated or otherwise an Unrestricted Subsidiary; and (2) such designation and the Investment, if any, Investment of the Issuer in such Subsidiary complies with Section 3.3 hereof.

Appears in 3 contracts

Samples: Indenture (Restaurant Brands International Inc.), Indenture (Restaurant Brands International Inc.), Indenture (Restaurant Brands International Limited Partnership)

Subsidiary of an Unrestricted Subsidiary. The Issuer may designate any Subsidiary (other than the Co-Issuer) of the Issuer, respectively Issuer (including any newly acquired or newly formed Subsidiary or a Person becoming a Subsidiary through merger, merger or consolidation or other business combination transaction, or Investment therein) to be an Unrestricted Subsidiary only if: (1) at the time of such designation, such Subsidiary or any of its Subsidiaries does not own any Capital Stock or Indebtedness ofof or have any Investment in, or own or hold any Lien on any property of, the Issuer or any other Subsidiary of the Issuer which is not a Subsidiary of the Subsidiary to be so designated or otherwise an Unrestricted Subsidiary; and; (2) all the Indebtedness of such Subsidiary and its Subsidiaries shall, at the date of designation, and will at all times thereafter, consist of Non-Recourse Debt; (3) such designation and the Investment, if any, Investment of the Issuer or a Restricted Subsidiary in such Subsidiary complies with Section 3.3 hereof.3.3;

Appears in 3 contracts

Samples: Indenture (ANTERO RESOURCES Corp), Indenture (ANTERO RESOURCES Corp), Indenture (ANTERO RESOURCES Corp)

Subsidiary of an Unrestricted Subsidiary. The Board of Directors of the Issuer may designate any Subsidiary (other than the Co-Issuer) of the Issuer, respectively 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: (1) at the time of such designation, such Subsidiary or any of its Subsidiaries does not own any Capital Stock or Indebtedness of, or own or hold any Lien on any property of, the Issuer or any other Subsidiary of the Issuer which is not a Subsidiary of the Subsidiary to be so designated or otherwise an Unrestricted Subsidiary; and (2) such designation and the Investment, if any, Investment of the Issuer in such Subsidiary complies with Section 3.3 hereof3.3.

Appears in 2 contracts

Samples: Supplemental Indenture (Community Health Systems Inc), Indenture (Quorum Health Corp)

Subsidiary of an Unrestricted Subsidiary. The Board of Directors of the Issuer may designate any Subsidiary (other than the Co-Issuer) of the IssuerIssuer or any of the Mission Entities, respectively respectively, (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: (1) at the time of such designation, such Subsidiary or any of its the Mission Entities, respectively, or any of their Subsidiaries does not own any Capital Stock or Indebtedness of, or own or hold any Lien on any property of, the Issuer or any other Subsidiary of the Issuer which is not a Subsidiary of the Subsidiary to be so designated or otherwise an Unrestricted Subsidiary; and (2) such designation and the Investment, if any, Investment of the Issuer in such Subsidiary complies with Section 3.3 4.07 hereof.

Appears in 1 contract

Samples: Indenture (Nexstar Broadcasting Group Inc)

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Subsidiary of an Unrestricted Subsidiary. The Board of Directors of the Issuer may designate any Subsidiary (other than the Co-Issuer) of the Issuer, respectively Issuer (including any newly acquired or newly formed Subsidiary or a Person becoming a Subsidiary through merger, consolidation or other business combination transaction, transaction or Investment therein) to be an Unrestricted Subsidiary only if: (1a) at the time of such designation, such Subsidiary or any of its Subsidiaries does not own any Capital Stock or Indebtedness of, or own or hold any Lien on any property of, the Issuer or any other Subsidiary of the Issuer which is not a Subsidiary of the Subsidiary to be so designated or which is otherwise an Unrestricted Subsidiary; and (2) such designation and the Investment, if any, of the Issuer in such Subsidiary complies with Section 3.3 hereof.

Appears in 1 contract

Samples: Indenture

Subsidiary of an Unrestricted Subsidiary. The Board of Directors of the Issuer may designate any Subsidiary (other than the Co-Issuer) of the Issuer, respectively 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: (1) at the time of such designation, such Subsidiary or any of its Subsidiaries does not own any Capital Stock or Indebtedness of, or own or hold any Lien on any property of, the Issuer or any other Subsidiary of the Issuer which is not a Subsidiary of the Subsidiary to be so designated or otherwise an Unrestricted Subsidiary; and (2) such designation and the Investment, if any, Investment of the Issuer in such Subsidiary complies with Section 3.3 hereof.

Appears in 1 contract

Samples: Indenture (Bankrate, Inc.)

Subsidiary of an Unrestricted Subsidiary. The Board of Directors of the Issuer may designate any Subsidiary (other than the Co-Issuer or any direct or indirect parent entity of the Issuer) of the Issuer, respectively (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: (1) at the time of such designation, such Subsidiary or any of its Subsidiaries does not own any Capital Stock or Indebtedness of, or own or hold any Lien on any property of, the Issuer or any other Subsidiary of the Issuer which is not a Subsidiary of the Subsidiary to be so designated or otherwise an Unrestricted Subsidiary; and (2) such designation and the Investment, if any, Investment of the Issuer in such Subsidiary complies with Section 3.3 hereof.

Appears in 1 contract

Samples: Indenture (Heinz H J Co)

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