Dissolution Subsidiary definition

Dissolution Subsidiary means any dormant and inactive ---------------------- subsidiary, with the majority of its assets consisting of inter-affiliate receivables and investments, which are scheduled to be dissolved as soon as practicable after Effective Date, as listed on Item 1.1 to the Disclosure Schedule.
Sample 1
Dissolution Subsidiary means a Restricted Subsidiary of the Company designated as such in Exhibit F, which Restricted Subsidiary the Company has determined will be dissolved and which is without material assets or operations.
Sample 1

Examples of Dissolution Subsidiary in a sentence

  • The Borrower shall (a) ensure that no Dissolution Subsidiary shall at any time have any assets or (except pursuant to the Loan Documents) liabilities and (b) use its best efforts to effect the dissolution of each Dissolution Subsidiary on or before September 30, 2001.

  • The Administrative Agent is authorized to release any Guaranty of a Dissolution Subsidiary, upon its dissolution.

  • Any Dissolution Subsidiary which is a Borrower shall be released from its obligations as borrower once all relevant borrowings have been repaid or assumed, in a manner satisfactory to the Bank (acting reasonably), by another Borrower.

  • In the event that either of the Closing Date Dissolution Subsidiaries exists as of the date that is ninety (90) days after the Closing Date, such Closing Date Dissolution Subsidiary shall comply with this Section 6.21 as if it were a newly-created Subsidiary of the Borrower formed on such ninetieth (90th) day, and the Capital Stock thereof shall be pledged in accordance with this Section 6.21 as if it were a newly-created Subsidiary of the Borrower formed on such day.

Related to Dissolution Subsidiary

  • Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.

  • dissolution “insolvency”, or “reorganisation” of a company or corporation shall be construed so as to include any equivalent or analogous proceedings under the law of the jurisdiction in which such company or corporation is incorporated or any jurisdiction in which such company or corporation carries on business including the seeking of liquidation, winding-up, reorganisation, dissolution, arrangement, protection or relief of debtors;

  • Securitization Subsidiary means any Subsidiary in each case formed for the purpose of and that solely engages in one or more Qualified Securitization Financings and other activities reasonably related thereto.

  • JV Subsidiary any Subsidiary of a Group Member which is not a Wholly Owned Subsidiary and as to which the business and management thereof is jointly controlled by the holders of the Capital Stock therein pursuant to customary joint venture arrangements.

  • Dissolution Date means, as the case may be:

  • Principal Subsidiary means at any relevant time a Subsidiary of the Issuer:

  • Intermediate Parent means any Subsidiary of Holdings and of which the Borrower is a subsidiary.

  • Amalgamating Corporations means both of them;

  • IDI Subsidiary means any Issuer Subsidiary that is an insured depository institution.

  • Inactive Subsidiary means any Subsidiary of the Borrower that (a) does not conduct any business operations, (b) has assets with a total book value not in excess of $10,000 and (c) does not have any Indebtedness outstanding.

  • Dissolution Event means (i) a voluntary termination of operations, (ii) a general assignment for the benefit of the Company’s creditors or (iii) any other liquidation, dissolution or winding up of the Company (excluding a Liquidity Event), whether voluntary or involuntary.

  • 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:

  • 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.

  • SPE Subsidiary means any Subsidiary formed solely for the purpose of, and that engages only in, one or more Securitization Transactions.

  • Subsidiary means an entity in which more than 50 percent of the entity is owned—

  • Material Subsidiary means any Subsidiary that is not an Immaterial Subsidiary.

  • UK Subsidiary means a Subsidiary organized under the laws of England and Wales.

  • Intermediate Holdco means Sunnova Intermediate Holdings, LLC, a Delaware limited liability company.

  • Qualified Subsidiary means any direct or indirect Domestic Subsidiary or Eligible Foreign Subsidiary.

  • Operating Subsidiary means a majority-owned subsidiary of a financial

  • Partnership Subsidiary means Host LP and any partnership, limited liability company, or other entity treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes in which either Host REIT or Host LP owns (or owned on or after January 1, 1999) an interest, either directly or through one or more other partnerships, limited liability companies or other entities treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes (whether or not Host REIT or Host LP has a controlling interest in, or otherwise has the ability to control or direct the operation of, such entity). Notwithstanding the foregoing, the term “Partnership Subsidiary” shall not in any way be deemed to include the Non-Controlled Subsidiaries or subsidiaries thereof, the Taxable REIT Subsidiaries or subsidiaries thereof, or the Subsidiary REITs or subsidiaries thereof.

  • Insignificant Subsidiary means, on any date, any Subsidiary of Caterpillar or CFSC whose aggregate asset value, as reasonably calculated by Caterpillar in accordance with generally accepted accounting principles, is at less than or equal to $50,000,000 on such date.

  • Specified Subsidiary means, at any date of determination (a) any Material Subsidiary or (b) any Unrestricted Subsidiary (i) whose total assets at the last day of the Test Period ending on the last day of the most recent fiscal period for which Section 9.1 Financials have been delivered were equal to or greater than 10% of the Consolidated Total Assets of the Borrower and the Subsidiaries at such date, or (ii) whose revenues during such Test Period were equal to or greater than 10% of the consolidated revenues of the Borrower and the Subsidiaries for such period, in each case determined in accordance with GAAP, and (c) each other Unrestricted Subsidiary that is the subject of an Event of Default under Section 11.5 and that, when such Subsidiary’s total assets or revenues are aggregated with the total assets or revenues, as applicable, of each other Subsidiary that is the subject of an Event of Default under Section 11.5 would constitute a Specified Subsidiary under clause (b) above.

  • Specified Subsidiaries means any of (i) Intermediate, (ii) Dell, (iii) Denali Finance, (iv) Dell International (until such time as the MD Stockholders and the SLP Stockholders otherwise agree), (v) EMC, (vi) any successors and assigns of any of Intermediate, Dell, Denali Finance, Dell International (until such time as the MD Stockholders and the SLP Stockholders otherwise agree) and EMC, (vii) any other borrowers under the senior secured indebtedness and/or issuer of the debt securities, in each case, incurred or issued to finance the Merger and the transactions contemplated thereby and by the related transactions entered into in connection therewith and (viii) each intermediate entity or Subsidiary between the Corporation and any of the foregoing.

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

  • Controlled Subsidiary means any Subsidiary of the Company, 50% or more of the outstanding equity interests of which are owned by the Company and its direct or indirect Subsidiaries and of which the Company possesses, directly or indirectly, the power to direct or cause the direction of the management or policies, whether through the ownership of voting equity interests, by agreement or otherwise.