Unrestricted Subsidiary Designation Sample Clauses
The Unrestricted Subsidiary Designation clause allows a company to classify certain subsidiaries as "unrestricted," meaning they are not subject to the restrictive covenants and financial calculations that apply to the rest of the corporate group under a financing agreement. In practice, this means the parent company can move assets or operations into these subsidiaries, which can then incur debt or make investments without affecting the parent’s compliance with its own debt covenants. This clause provides flexibility for the parent company to pursue new ventures or isolate riskier activities, while protecting the interests of lenders by ensuring that only designated entities are subject to the agreement’s restrictions.
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Unrestricted Subsidiary Designation. The Borrower may at any time on or after the Effective Date designate any Restricted Subsidiary as an Unrestricted Subsidiary or any Unrestricted Subsidiary as a Restricted Subsidiary; provided that, immediately after giving Pro Forma Effect to any such designation or re-designation and any related transactions to be consummated in connection therewith and all other customary pro forma events and adjustments, (i) no Event of Default shall have occurred and be continuing, (ii) the Total Net Leverage Ratio, when calculated on a Pro Forma Basis as of the last day of the most recent Measurement Period ended prior to the applicable date of determination for which Financial Statements are required to be delivered, as the case may be, shall not exceed 5.50 to 1.00, (iii) no Unrestricted Subsidiary shall own any Stock in any Loan Party or hold any Indebtedness of, or any Lien on any property of, any Loan Party and (iii) no Unrestricted Subsidiary shall own any Material Intellectual Property and no Restricted Subsidiary which holds Material Intellectual Property or any Stock in any Subsidiary that holds Material Intellectual Property may be designated as an Unrestricted Subsidiary. 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 as determined in good faith by the Borrower of the Borrower’s Investment therein. The designation of any Unrestricted Subsidiary as a Restricted Subsidiary shall constitute (i) the incurrence at the time of designation of any Investment, Indebtedness and Liens of such Subsidiary existing at such time and (ii) a return on any Investment by the Borrower in such Subsidiary pursuant to the preceding sentence in an amount equal to the fair market value as determined in good faith by the Borrower at the date of such designation of the Borrower’s Investment in such Subsidiary.
Unrestricted Subsidiary Designation. (a) The Borrower hereby designates DD Acquisition as an Unrestricted Subsidiary as of the Sixth Amendment Effective Date for purposes of and pursuant to Section 5.09 of the Credit Agreement; provided that at the time of such designation under this Section 2(a), the Loan Parties shall not have made any Investments in DD Acquisition except for (i) the initial equity investment in an amount not exceeding $10.00 and (ii) Investments permitted by Section 6.04(m) of the Credit Agreement as amended by this Amendment.
(b) Immediately after the effectiveness of Merger 1 (and prior to the effectiveness of Merger 2) in accordance with the Transaction Agreement, each of Dover Downs and the Dover Downs Subsidiaries shall be and hereby are designated as an Unrestricted Subsidiary for purposes of and pursuant to Section 5.09 of the Credit Agreement without any further action on the part of the Borrower; provided that at the time of such designation under this Section 2(b), (i) the Loan Parties shall not have made any Investments in Dover Downs or the Dover Downs Subsidiaries except for Investments permitted by Section 6.04(m) of the Credit Agreement as amended by this Amendment and (ii) the Borrower shall have delivered to the Administrative Agent a certificate (x) setting forth in reasonable detail calculations demonstrating compliance on a pro forma basis with the covenant set forth in Section 6.11 of the Credit Agreement immediately after giving effect to the Post-Merger 1 Unrestricted Subsidiary Designation and (y) certifying that no Event of Default shall have occurred and be continuing immediately before and after the Post-Merger 1 Unrestricted
Unrestricted Subsidiary Designation. Evidence that Communications (a) has designated Parent, Borrower and each New Subsidiary as "UNRESTRICTED SUBSIDIARIES" in compliance with the requirements of: (i) the Communications Bond Debt, (ii) the Certificate of Designation for the Senior Preferred Stock, (iii) the Credit Agreement dated as of March 25, 1998, among ▇▇▇▇▇▇ Operating Company (as "BORROWER"), Communications (as "GUARANTOR"), and First Union National Bank (as successor by merger to CoreStates Bank, N.A., as "ADMINISTRATIVE AGENT"), (iv) the Revolving Credit Agreement dated as of March 25, 1998, among ▇▇▇▇▇▇ Cellular Operations Company (as "BORROWER"), and NationsBank, N.A. (as successor by merger to NationsBank of Texas, N.A., as "ADMINISTRATIVE AGENT"), and (v) the 364-Day Revolving Credit and Term Loan Agreement dated as of March 25, 1998, among ▇▇▇▇▇▇ Cellular Operations Company (as "BORROWER"), and NationsBank, N.A. (as successor by merger to NationsBank of Texas, N.A., as "ADMINISTRATIVE AGENT"), and (b) has provided all required notices, certifications, and resolutions to the Trustee under the Communications Bond Debt or other parties, as required by the Communications Bond Debt.
Unrestricted Subsidiary Designation. The Company (a) hereby gives written notice to the Administrative Agents, pursuant to the definition of “Unrestricted Subsidiary” in Section 1.1 of the Credit Agreement, that Storage Hungary is hereby designated as an Unrestricted Subsidiary and (b) hereby represents and warrants that all requirements for such designation pursuant to the definition of “Unrestricted Subsidiary” have been met.
Unrestricted Subsidiary Designation. The Credit Parties shall have delivered to the Agent evidence, in form and substance satisfactory to it, that ▇▇▇▇▇▇ Receivables II has been designated, and constitutes, an Unrestricted Subsidiary.
Unrestricted Subsidiary Designation. The Lenders shall have received evidence of the designation of Pledgor and Borrower as unrestricted subsidiaries and the associated release of collateral with respect to Pledgor and Borrower under the Sponsor Indebtedness Documents.
Unrestricted Subsidiary Designation. Pursuant to Section 5.14 of the Credit Agreement, the Borrower designates, as of the Amendment No. 10 Effective Date, Concentra Group Holdings Parent, Inc. and all of its direct and indirect Subsidiaries as Unrestricted Subsidiaries for all intents and purposes under the Amended Credit Agreement and the other Loan Documents. The Borrower hereby represents and warrants that as of the Amendment No. 10 Effective Date, both immediately prior to and immediately after giving effect to the Amendment, none of Concentra Group Holdings Parent, Inc. or any of its direct and indirect Subsidiaries are a “Restricted Subsidiary” for the purpose of any Specified Indebtedness, any Permitted Debt or any Permitted Refinancing thereof, as required by Section 5.14 of the Credit Agreement.
Unrestricted Subsidiary Designation. Simultaneously with the delivery of each set of consolidated financial statements referred to in Section 5.01(a) and Section 5.01(b) above, the related consolidating financial information (which may be unaudited) reflecting adjustments necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements;