Core Subsidiaries definition

Core Subsidiaries means each of SPP Distribution and Eustream, (in each case being a "Core Subsidiary"), provided that each such company shall respectively only be treated as a Core Subsidiary for the purpose of this Agreement from the point in time when the transfer of business activities to it contemplated in Recital (T) took place.
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Core Subsidiaries means MECS Engineering Co., a kabushiki kaisha ----------------- organized and existing under the laws of Japan, MECS Material Inc., a kabushiki kaisha organized and existing under the laws of Japan, MECS Robotech USA Inc., a California corporation, and MECS Korea Inc., a corporation organized and existing under the laws of The Republic of South Korea.
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Core Subsidiaries means those Subsidiaries of the Company other than those which own only Non-Core Assets.
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Examples of Core Subsidiaries in a sentence

  • We recognize that the provision of financing may potentially contribute to environmental and social impacts as well as an increase in associated risks.The Framework applies to new finance in all countries / regions for corporate clients of MUFG's core subsidiaries; MUFG Bank, Mitsubishi UFJ Trust and Banking, and Mitsubishi UFJ Securities Holdings (hereinafter referred to as "Core Subsidiaries").

  • In light of the inhumane nature of cluster munitions, Core Subsidiaries prohibit the provision of financing to any company that manufactures cluster munitions.

  • In light of the inhumane nature of nuclear weapons, biological and chemical weapons, and anti-personnel mines, Core Subsidiaries prohibit the provision of financing for the production of these weapons.

  • PPL Montana shall not and shall not permit any of its Core Subsidiaries to, voluntarily take any action which would cause PPL Montana or its Core Subsidiaries to be treated as an association taxable as a corporation for federal income tax purposes.

  • PPL Montana shall not directly, and shall not permit any of its Core Subsidiaries to, engage in any business other than a Permitted Business.

  • The designation of a Core Subsidiary as an Additional Subsidiary shall constitute an Asset Sale and shall be subject to the provisions of Section 6.3. If a Core Subsidiary is designated as an Additional Subsidiary, the aggregate fair market value of all outstanding Investments owned by PPL Montana and its Core Subsidiaries in the Subsidiary so designated will be deemed to be an Investment made as of the time of such designation.

  • In preparing the Group Strategic Plan, the Board of Directors shall take into account the positions and requests conveyed to it by the Subsidiary Boards of Directors with respect to the development of their respective Core Subsidiaries.

  • PPL Montana will and will cause each of its Core Subsidiaries to, maintain, with financially sound and reputable insurance companies insurance in such amounts (with no greater risk retention) and against such risks as are customarily maintained by companies of established repute engaged in the same or similar businesses operating in the same or similar locations.

  • None of the Core Subsidiaries has received any written (or Seller has any Knowledge of any) complaint, claim or notice alleging any such infringement, violation or misappropriation.

  • None of the transactions contemplated by this Agreement nor any of prior acts or omissions of any of the Company or the Core Subsidiaries affects the validity of or gives rise to any basis upon which to revoke, discontinue or materially and adversely modify any of the Licenses.


More Definitions of Core Subsidiaries

Core Subsidiaries has the meaning set forth in the Stock Purchase Agreement.
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Core Subsidiaries means each of SPP Distribution and Eustream (in each case being a “Core Subsidiary”). “Disposition” means, in relation to any share or asset or any legal or beneficial interest in any share or asset, and in each case whether by a single transaction or a series of related transactions in any period of 12 consecutive calendar months, (i) to sell, assign, transfer or otherwise dispose of it; (ii) to create or permit to subsist any Encumbrance over it; (iii) direct that another person should, or assign any right to, receive it; or (iv) agree, whether or not subject to any condition precedent or subsequent, to do any of the actions under (i) to (iii) but shall not, for the avoidance of doubt, mean any decommissioning of any asset. “Encumbrance” means a mortgage, charge, pledge, lien, option, restriction, right of first refusal, right of pre- emption, third party right or interest, other encumbrance or security interest of any kind, or another type of agreement or arrangement having similar effect.
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Core Subsidiaries means the Subsidiaries of the Borrower identified in Part I, Appendix A to this Agreement;
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Related to Core Subsidiaries

  • Guarantor Subsidiaries has the meaning set forth in the Recitals to this Agreement.

  • Subsidiaries means any corporation or other organization, whether incorporated or unincorporated, in which the Company owns, directly or indirectly, any equity or other ownership interest.

  • Parent Subsidiaries means the Subsidiaries of Parent.

  • Excluded Subsidiaries means any Subsidiary of any Holding Company that is not itself a Holding Company or the Borrower and that is: (a) listed on Schedule 1.02 as of the Closing Date; (b) a CFC or a CFC Holding Company; (c) any not-for-profit Subsidiary; (d) a Joint Venture or a Subsidiary that is not otherwise a wholly-owned Restricted Subsidiary; (e) an Immaterial Subsidiary; (f) an Unrestricted Subsidiary; (g) a Captive Insurance Subsidiary or other special purpose entity; (h) prohibited by any applicable Requirement of Law or contractual obligation from guaranteeing or granting Liens to secure any of the Secured Obligations or with respect to which any consent, approval, license or authorization from any Governmental Authority would be required for the provision of any such guaranty (but in the case of such guaranty being prohibited due to a contractual obligation, such contractual obligation shall have been in place at the Closing Date or at the time such Subsidiary became a Subsidiary and is not created in contemplation of or in connection with such Person becoming a Subsidiary); provided that each such Restricted Subsidiary shall cease to be an Excluded Subsidiary solely pursuant to this clause (h) if such consent, approval, license or authorization has been obtained (it being understood and agreed that no Loan Party or Restricted Subsidiary shall be required to seek any such consent, approval, license or authorization); (i) with respect to which the Borrower (in consultation with the Administrative Agent) reasonably determines that guaranteeing or granting Liens to secure any of the Secured Obligations would result in material adverse tax consequences; (j) with respect to which the Borrower and the Administrative Agent reasonably agree that the cost and/or burden of providing a guaranty of the Secured Obligations outweighs the benefits to the Lenders; (k) a direct or indirect Subsidiary of an Excluded Subsidiary; (l) a Securitization Subsidiary; (m) organized or incorporated outside of the United States or any state, province, territory or jurisdiction thereof, (n) [reserved] and (o) any Restricted Subsidiary acquired pursuant to a Permitted Acquisition or other permitted Investment that, at the time of such Permitted Acquisition or other permitted Investment, has assumed secured Indebtedness permitted hereunder and not incurred in contemplation of such Permitted Acquisition or other Investment and each Restricted Subsidiary that is a Subsidiary thereof that guarantees such Indebtedness, in each case to the extent (and solely for so long as) such secured Indebtedness prohibits such Restricted Subsidiary from becoming a Guarantor (provided that each such Subsidiary shall cease to be an Excluded Subsidiary under this clause (o) if such secured Indebtedness is repaid or becomes unsecured, if such Restricted Subsidiary ceases to be an obligor with respect to such secured Indebtedness or such prohibition no longer exists, as applicable).

  • Canadian Subsidiaries means the Subsidiaries organized under the laws of Canada or any province, territory or other political subdivision thereof.

  • Inactive Subsidiaries means those Subsidiaries of the Borrower listed on Schedule 1.01.

  • U.S. Subsidiaries means all such Subsidiaries.

  • ORE Subsidiary means any Subsidiary of the Assuming Bank that engages solely in holding, servicing, managing or liquidating interests of a type described in clause (A) of the definition of “Other Real Estate,” which interests have arisen from the collection or settlement of a Shared-Loss Loan.

  • Immaterial Subsidiaries means those Subsidiaries of the Borrower that are “designated” as Immaterial Subsidiaries by the Borrower from time to time (it being understood that the Borrower may at any time change any such designation); provided that such designated Immaterial Subsidiaries shall collectively meet all of the following criteria as of the date of the most recent balance sheet required to be delivered pursuant to Section 5.01: (a) the aggregate assets of such Subsidiaries and their Subsidiaries (on a consolidated basis) as of such date do not exceed an amount equal to 3% of the consolidated assets of the Borrower and its Subsidiaries as of such date; and (b) the aggregate revenues of such Subsidiaries and their Subsidiaries (on a consolidated basis) for the fiscal quarter ending on such date do not exceed an amount equal to 3% of the consolidated revenues of the Borrower and its Subsidiaries for such period.

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of SpinCo, after giving effect to the Reorganization.

  • PRC Subsidiaries means all Company Subsidiaries organized under the Laws of the PRC.

  • Domestic Subsidiaries means all Subsidiaries incorporated or organized under the laws of the United States of America, any State thereof or the District of Columbia.

  • Consolidated Restricted Subsidiaries means any Restricted Subsidiaries that are Consolidated Subsidiaries.

  • Transferred Subsidiaries shall have the meaning set forth in the Recitals.

  • Operating Subsidiaries means, collectively, the Corporation and HST, each a wholly-owned subsidiary of the Trust, and "Operating Subsidiary" means either of the Corporation or HST, as applicable.

  • Wholly-Owned Consolidated Subsidiary means any Consolidated Subsidiary all of the shares of capital stock or other ownership interests of which (except directors' qualifying shares) are at the time directly or indirectly owned by the Borrower.

  • Non-Guarantor Subsidiaries means, as of any date of determination, a collective reference to:

  • Principal Subsidiaries means any subsidiary of the Guarantor whose total assets, as shown by the accounts of such subsidiary (consolidated in the case of a subsidiary which itself has subsidiaries), based upon which the latest audited consolidated accounts of the Group have been prepared, is at least 20 per cent. of the total assets of the Group as shown by such audited consolidated accounts, provided that if any such subsidiary (the “transferor”) shall at any time transfer the whole or a substantial part of its business, undertaking or assets to another subsidiary of the Guarantor or to the Guarantor itself (the “transferee”) then:

  • Unrestricted Subsidiaries means any Subsidiary of the Company that (a) shall have been designated as an “Unrestricted Subsidiary” in accordance with the provisions of Section 1.05 and (b) any Subsidiary of an Unrestricted Subsidiary; notwithstanding the foregoing, so long as a Subsidiary Borrower has Term Loans outstanding under this Agreement, such Subsidiary Borrower shall not be an Unrestricted Subsidiary.

  • Acquired Subsidiaries means Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

  • Consolidated Subsidiaries means each Subsidiary of the Borrower (whether now existing or hereafter created or acquired) the financial statements of which shall be (or should have been) consolidated with the financial statements of the Borrower in accordance with GAAP.

  • Insurance Subsidiaries means, collectively, MGMM Insurance Company, a Nevada corporation and any Subsidiaries formed for the purpose of facilitating and providing insurance coverage and claims services for the Company and its Subsidiaries.

  • Material Subsidiaries Subsidiaries of the Parent Borrower constituting, individually or in the aggregate (as if such Subsidiaries constituted a single Subsidiary), a “significant subsidiary” in accordance with Rule 1-02 under Regulation S-X.

  • Retained Subsidiaries means all of the direct and indirect Subsidiaries of Seller other than the Purchased Subsidiaries.

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Restricted Subsidiaries means the Subsidiaries of the Borrower other than the Unrestricted Subsidiaries.