Approved Subsidiary definition

Approved Subsidiary means an entity (i) which is wholly-owned by Parent or a wholly-owned Subsidiary of Parent; (ii) which is established in the Territory while the Development Rights are in effect; (iii) the business of which is limited to the operation of Franchised Restaurants in the Territory; (iv) to which FRANCHISOR licenses the right to operate Franchised Restaurants in the Territory pursuant to this Agreement; and (v) which executes and delivers a Joinder Agreement to FRANCHISOR.

Approved Subsidiary or "Approved Subsidiaries" shall mean the individual or collective reference as the context requires to any wholly-owned subsidiary of MCF acceptable to Bank in its sole discretion.

Approved Subsidiary. A Subsidiary that (x) is wholly and directly owned and controlled by Borrower, Guarantor or a combination thereof, (y) has delivered a Subsidiary Guaranty pursuant to Section 5.9.E hereof that remains in full force and effect, and (z) holds fee simple title to an Approved Asset.

Examples of Approved Subsidiary in a sentence

• By executing and delivering the joinder required under clause (a) above, such Approved Subsidiary will be deemed to have granted a security interest as contemplated under Section 2.4 of this Agreement in all of such Approved Subsidiary’s assets and Lender will be permitted to take such actions and make such filings as are contemplated in Section 2.4 of this Agreement with respect to such Approved Subsidiary.

• At any time with respect to the Borrower and any Approved Subsidiary, the Borrowing Base shall be the Borrowing Base for Eligible Real Estate included in the Mortgaged Property owned by the Borrower or any Approved Subsidiary.

• The Borrower and each Approved Subsidiary will give notice to the Agent of any proposed new Lease at any Mortgaged Property for the lease of space therein of more than 7500 square feet and shall provide to the Agent a copy of the proposed lease and any and all agreements or documents related thereto, current financial information for the proposed tenant and any guarantor of the proposed lease and such other information as the Agent may request.

• Borrower shall not voluntarily or involuntarily agree to, cause, suffer or permit (A) any sale, transfer or conveyance of any interest of Borrower, Guarantor or any Approved Subsidiary, legal or equitable, in any Approved Asset or any part or portion thereof; or (B) any mortgage, pledge, encumbrance or lien to be imposed or remain outstanding against any Approved Asset, or any security interest to exist therein (hereinafter each called an “Encumbrance”), except as created by the Loan Documents (if any).

• Borrowers acknowledge and agree that any Approved Subsidiary will be bound by the terms and conditions of this Agreement, including all representations and covenants, to the same extent that Borrowers are bound by this Agreement.

More Definitions of Approved Subsidiary

Approved Subsidiary means any entity (a) which will be and remain at all times wholly-owned by Master Franchisee, (b) which will be established in the Territory while the Development Rights are in effect, (c) the business of which will be limited to the operation of Popeyes Restaurants in the Territory, (d) which PLK will license the right to operate Direct-Owned Restaurants in the Territory pursuant to the Company Franchise Agreement, and (e) which will deliver to PLK a Joinder Agreement. An Approved Subsidiary may operate Direct-Owned Restaurants pursuant to the Company Franchise Agreement, subject to compliance with this Agreement and the Company Franchise Agreement.

Approved Subsidiary means each of Steelcase S.A., a French corporation, and Steelcase SAS, a French corporation.

Approved Subsidiary means (i) any wholly owned Domestic DB Subsidiary which has executed an Unlimited Guaranty of Obligations and security agreement pledging its assets to secure the Obligations and for which 100% of the Capital Stock is subject to the first and prior Lien of the Lenders or (ii) with respect to any wholly owned FB Subsidiary or Foreign DB Subsidiary (A) that has executed an Unlimited Guaranty of the Obligations of the Foreign Borrower and its Subsidiaries under the Foreign Commitment, (B) that has executed a security agreement pledging its assets to secure the Obligations of the Foreign Borrower and its Subsidiaries under the Foreign Commitment and for which 100% of the Capital Stock is subject to the first and prior Lien of the Lenders, (C) and for which the Administrative Agent has received an opinion of foreign counsel in form reasonably acceptable to Administrative Agent, or (iii) any Subsidiary that the Lenders, in their sole discretion agree and acknowledge is an Approved Subsidiary in a subsequent agreement.

Approved Subsidiary means (i) any wholly-owned subsidiary of you or Busch or (ii) any subsidiary of the same existing for the purpose of operating a Park outside the United States, in which it is practically necessitated by the law of the foreign state in which the Park is to be constructed, to grant an interest to a national of said state, provided, however, that you or any other wholly-owned subsidiary of Busch will, in the reasonable judgment of CTW, have effective operating control of the Park and will have the highest amount of equity participation in such subsidiary permitted by the law of the foreign state and in no event less than twenty percent (20%) equity participation. In the event a foreign Park is constructed under this Agreement, you agree to reimburse us the reasonable out-of-pocket expenses we incur in visiting such Park in connection with the exercise of our approval rights under Section 5.1 of this Agreement, Each sublicense or assignment to an Approved Subsidiary shall require the Approved Subsidiary to specifically accept and assume all of the conditions of this Agreement and the Muppets Agreement, so that we and Muppets shall have the benefit directly against such Approved subsidiary of all rights and remedies which we and it have o against you under this Agreement and which Muppets has against us under the Muppets Agreement. Notwithstanding the foregoing, you shall remain liable to us and Muppets on all such sublicenses or assignments.

Approved Subsidiary means (i) any wholly-owned subsidiary of Busch or SPI, Inc. or (ii) any subsidiary of the same existing for the purpose of operating a Park outside the United States, in which it is practically necessitated by the law of the foreign state in which the Park is to be constructed, to grant an interest to a national of said state, provided however, that SPI, Inc. or any other wholly-owned subsidiary of Busch will, in the reasonable judgment of CTW, have effective operating control of the Park and will have the highest amount of equity participation in such subsidiary permitted by the law of the foreign state and in no event less than twenty percent (20%) equity participation. In the event of any sublicense to an Approved Subsidiary, written notice shall be provided by SPI to Muppets of said Approved Subsidiary’s name, state or country of incorporation, and the name and address of said Approved Subsidiary’s designated agent for purpose of service of process. It is a condition to CTW’s right to sublicense to an Approved Subsidiary any rights granted to CTW hereunder, that said Approved Subsidiary agree to submit to the jurisdiction of the courts of the State of New York and to be bound by the arbitration provision of paragraph 14 below. Muppets understands that among the principal features of the Parks are that they will consist principally of (a) participatory play activities as distinct from nonparticipatory attractions such as rides; that they will be designed to appeal principally to children under the age of about thirteen (13); and that the activities will generally resemble (although they may not Precisely duplicate) certain designs heretofore created by Xxxx Vicmillen, possibly together with (b) computer and other arcade games and/or (c) participative demonstrations of the sort found in science museums. (This license does not extend to game arcades which consist of items (b) and/or (c), above, in the absence of item (a), although Muppets recognizes that CTW may wish to negotiate such a license.) Muppets recognizes that the design of the Parks may vary over time or from Park to Park in response to experience with actual Park operations. In addition to granting CTW the right to sublicense SPI to use, puppet Elements in the Parks, Muppets also undertakes to perform or provide the services described in paragraph 5 below, in connection with the Parks. In sublicensing SPI hereunder, CTW shall require that SPI accept all of the conditions of this agreement, so ...

Approved Subsidiary means the Subsidiary organized by Parent in connection with the Approved Transactions.

Approved Subsidiary has the meaning assigned to such term in Section 8.02(a).