Foreign IP Holdco definition

Foreign IP Holdco has the meaning set forth in Section 6.05.
Foreign IP Holdco means a direct Foreign Subsidiary of US IP Holdco (i) that is incorporated in The Cayman Islands or any other foreign jurisdiction selected by the Borrower, subject to the approval of the Administrative Agent, not to be unreasonably withheld, (ii) 65% of the Equity Interests of which shall be pledged by US IP Holdco to the Collateral Agents as security for the Senior Obligations and the Second Lien Obligations, respectively, under the Pledge Agreements and (iii) the Organization Documents of which and the Laws of the jurisdiction of organization and other applicable Law do not prevent (A) US IP Holdco from granting the Requisite Priority Liens to the Collateral Agents on 65% of the Equity Interests of such Foreign IP Holdco or (B) foreclosure under such Requisite Priority Liens or any other exercise of remedies substantially similar or having benefits substantially similar to the remedies set forth in the Pledge Agreements in respect of capital stock pledged to the Collateral Agents.
Foreign IP Holdco is hereby amended by adding “, Singapore” immediately after the phrase “The Cayman Islands”.

Related to Foreign IP Holdco

  • foreign company means any company or body corporate incorporated outside India which—

  • Foreign Subsidiary Holdco any Domestic Subsidiary that has no material assets other than the Capital Stock of one or more Foreign Subsidiaries, and other assets relating to an ownership interest in any such Capital Stock.

  • CFC Holdco means any Domestic Subsidiary that has no material assets other than Equity Interests of one or more Foreign Subsidiaries that are CFCs.

  • foreign investor means a natural person of a third country or an undertaking of a third country, intending to make or having made a foreign direct investment;

  • foreign firm means a business entity owned or controlled by one or more foreign nationals or a business entity in which more than 50 percent of the stock is owned or controlled by one or more foreign nationals.

  • Foreign Investment means any investment made by a person resident outside India on a repatriable basis in capital instruments of an Indian company or to the capital of an LLP;

  • Foreign organization means an organization created under laws other than the laws of this state for a purpose for which an organization may be created under the laws of this state.

  • U.S. Subsidiary means any Subsidiary that is incorporated or organized under the laws of the United States or a state thereof or the District of Columbia.

  • Foreign Subsidiary Holding Company means any Subsidiary the primary assets of which consist of Capital Stock in (i) one or more Foreign Subsidiaries or (ii) one or more Foreign Subsidiary Holding Companies.

  • Domestic Foreign Holding Company means any Domestic Subsidiary that is a disregarded entity for U.S. federal income tax purposes with no material assets other than Equity Interests and/or Indebtedness of one or more Foreign Subsidiaries and other assets incidental thereto.

  • Foreign Holding Company means any Domestic Subsidiary substantially all of the assets of which consist of Equity Interests and/or Indebtedness of one or more Foreign Subsidiaries or other Foreign Holding Companies.

  • Material Domestic Subsidiary means any Domestic Subsidiary that is a Material Subsidiary.

  • Foreign Subsidiary means any Subsidiary that is not a Domestic Subsidiary.

  • First Tier Foreign Subsidiary means a Foreign Subsidiary, the Equity Interests of which are directly owned by the Borrower or a Domestic Subsidiary that is not a Subsidiary of a Foreign Subsidiary.

  • Foreign Pledge Agreement means a pledge or charge agreement granting a Lien on Equity Interests in a Foreign Subsidiary to secure the Obligations, governed by the law of the jurisdiction of organization of such Foreign Subsidiary and in form and substance reasonably satisfactory to the Administrative Agent.

  • Foreign Issuer means “foreign issuer” as that term is defined in Rule 902(e) of Regulation S;

  • Foreign Pledge Agreements means each pledge agreement, charge or collateral security instrument creating a security interest in the Capital Stock of the Foreign Subsidiary Borrowers and certain other first-tier Foreign Subsidiaries of the Company, in each case, in form and substance reasonably satisfactory to the Administrative Agent, as such agreements may be amended, supplemented or otherwise modified from time to time.

  • Excluded Domestic Subsidiary means any Domestic Subsidiary that is (a) a direct or indirect Subsidiary of an Excluded Foreign Subsidiary or (b) an Excluded Domestic Holdco.

  • Immaterial Domestic Subsidiary means any Domestic Subsidiary that is not a Material Domestic Subsidiary.

  • Non-U.S. Subsidiary means any Subsidiary that is not a U.S. Subsidiary.

  • Foreign partnership means an association of two or more persons to carry on as co-owners of a

  • Disregarded Domestic Subsidiary means any direct or indirect (other than through a Foreign Subsidiary) Domestic Subsidiary of which all but a de minimis amount of the assets of which consist of equity interests of one or more indirect Foreign Subsidiaries.

  • Foreign Income Tax means any Tax imposed by any foreign country or any possession of the United States, or by any political subdivision of any foreign country or United States possession, which is an income tax as defined in Treasury Regulation Section 1.901-2, and any interest, penalties, additions to tax, or additional amounts in respect of the foregoing.

  • Foreign with respect to an entity, means governed as to its internal affairs by the law of a jurisdiction other than this state.

  • Domestic entity means an entity whose internal affairs are governed by the law of this state.

  • Wholly Owned Domestic Subsidiary means, as to any Person, any Wholly-Owned Subsidiary of such Person which is a Domestic Subsidiary.