Immaterial Restricted Subsidiary means any Restricted Subsidiary designated by the Administrative Borrower as an Immaterial Restricted Subsidiary if and for so long as such Immaterial Restricted Subsidiary, together with all other Immaterial Restricted Subsidiaries so designated as Immaterial Restricted Subsidiaries, does not have (a) total assets at such time exceeding 5.0% of the Consolidated Total Assets and (b) total revenues and operating income for the most recent 12-month period for which financial statements are available exceeding 5.0% of the total revenues and operating income for the most recent 12-month period of the Administrative Borrower and its Restricted Subsidiaries, on a consolidated basis; provided that any Restricted Subsidiary would not be an Immaterial Restricted Subsidiary to the extent the above required terms are not satisfied; provided, further, that the Administrative Borrower may designate any Immaterial Restricted Subsidiary as a Material Restricted Subsidiary in order to cause the above required terms to be satisfied. Notwithstanding the foregoing, in no event shall the Subsidiary Borrower be an Immaterial Restricted Subsidiary.
Immaterial Restricted Subsidiary means, at any date of determination, any Restricted Subsidiary (other than any Loan Party) designated as such in writing by the Borrower to the Administrative Agent that, together with all other Restricted Subsidiaries constituting Immaterial Restricted Subsidiaries (i) contributed 2.5% or less of Consolidated EBITDA for the period of four Fiscal Quarters most recently ended for which financial statements have been or are required to have been delivered pursuant to Sections 4.01(h), 5.01(a) or 5.01(b), as applicable, as of the date of determination and (ii) had consolidated assets representing 2.5% or less of the consolidated total assets of the Borrower and its Subsidiaries on the last day of the most recent Fiscal Quarter ended for which financial statements have been or are required to have been delivered pursuant to Sections 4.01(h), 5.01(a) or 5.01(b), as applicable, as of the date of determination. The Immaterial Restricted Subsidiaries as of the Effective Date are listed on Schedule 1.01(a).
Immaterial Restricted Subsidiary any Restricted Subsidiary the revenues (excluding intercompany revenues) of which for the Reference Period ended as of the end of the most recently completed fiscal quarter for which financial statements have been delivered pursuant to Section 6.1 do not exceed $50,000,000.
Examples of Immaterial Restricted Subsidiary in a sentence
Targa will at all times cause the Seller to be, and remain, an Unrestricted Subsidiary or an Immaterial Restricted Subsidiary (as defined in the Credit Agreement).
Administrative Agent shall have received copies of the Organizational Documents of each Credit Party (but excluding for avoidance of doubt any Immaterial Restricted Subsidiary), certified currently (if requested by Administrative Agent) by the Secretary of State or other appropriate official of such Credit Party’s jurisdiction of organization.
More Definitions of Immaterial Restricted Subsidiary
Immaterial Restricted Subsidiary means any Subsidiary of the Borrower Representative and is not an Unrestricted Subsidiary so long as (i) the revenues (excluding intercompany revenues) of such Subsidiary for any period of four consecutive fiscal quarters ended as of the end of any fiscal quarter do not exceed $2 million as set forth or reflected in the most recently available financial statements that have been delivered pursuant to Section 6.01 and (ii) the consolidated total assets of such Subsidiary at the end of the most recently completed fiscal quarter do not exceed $2 million as set forth or reflected in the most recently available financial statements that have been delivered pursuant to Section 6.01, provided that the aggregate revenues (excluding intercompany revenues) of all Immaterial Restricted Subsidiaries shall not exceed 5% of the aggregate revenues (excluding intercompany revenues) of a Borrower and its Domestic Subsidiaries for any period of four consecutive quarters and the total assets of all Immaterial Restricted Subsidiaries shall not exceed 5% of the total assets of a Borrower and its Domestic Subsidiaries at the end of any fiscal quarter. The Immaterial Restricted Subsidiaries as of the Effective Date are the Subsidiaries of the Borrowers listed on Schedule 1.01(e). In the event that (i) any Immaterial Restricted Subsidiary ceases to qualify as an Immaterial Restricted Subsidiary pursuant to the foregoing or (ii) the Borrower Representative elects to remove any Immaterial Restricted Subsidiary from this definition, then the Borrower Representative shall deliver (or shall cause to be delivered) to the Administrative Agent, to the extent not previously provided, in respect of such Subsidiary, those deliverables from which Immaterial Restricted Subsidiaries were exempt under Article IV (as well as the results of customary lien searches in respect of such Subsidiary) and upon such delivery such Subsidiary shall no longer constitute an Immaterial Restricted Subsidiary hereunder.
Immaterial Restricted Subsidiary. Any Restricted Subsidiary or Restricted Subsidiaries with respect to which, either individually or collectively, (a) the aggregate book value of such Restricted Subsidiary’s or Restricted Subsidiaries’ assets constitutes less than 5% of Consolidated Total Assets, (b) the aggregate revenues of such Restricted Subsidiary or Restricted Subsidiaries constitute less than 5% of the consolidated revenues of GWI and its Restricted Subsidiaries, and (c) that portion of Consolidated EBITDA attributable to such Restricted Subsidiary or Restricted Subsidiaries, if deducted from the calculation of Consolidated EBITDA, would not result in an Event of Default, in each case, on any applicable date. “Increase Effective Date”. See §6.18.1.
Immaterial Restricted Subsidiary at any time means a Restricted Subsidiary that has, individually or in combination with any other Immaterial Restricted Subsidiary:
Immaterial Restricted Subsidiary means, as of any date of determination, any Restricted Subsidiary that, together with its Subsidiaries on a consolidated basis, owns assets with a book value of less than $25,000,000 on such date; provided that the aggregate book value of assets owned by all Immaterial Restricted Subsidiaries shall not at any time exceed $50,000,000.
Immaterial Restricted Subsidiary means any Restricted Subsidiary (other than a Borrower) designated by the US Borrower, in writing to the Administrative Agent, as an “Immaterial Restricted Subsidiary” if and for so long as such Restricted Subsidiary does not have (a) total assets as of the last day of the most recently ended fiscal quarter of the US Borrower for which financial statements are available exceeding 5% of the Consolidated Total Assets and (b) total revenues for the most recent four fiscal quarter period of the US Borrower for which financial statements are available exceeding 5% of the total revenues of the US Borrower and its Restricted Subsidiaries, on a consolidated basis, for such period; provided that (i) the aggregate amount of total assets of all Immaterial Restricted Subsidiaries as of the last day of any fiscal quarter of the US Borrower for which financial statements are required to have been delivered pursuant to Section 5.01(a) or Section 5.01(b), as applicable, may not exceed 10% of the Consolidated Total Assets and (ii) the aggregate total revenues of all Immaterial Restricted Subsidiaries for the most recent four fiscal quarter period of the US Borrower for which financial statements are required to have been delivered pursuant to Section 5.01(a) or Section 5.01(b), as applicable, may not exceed 10% of the total revenues of the US Borrower and its Restricted Subsidiaries, on a consolidated basis, for such period; provided, further, that the US Borrower may designate, in writing to the Administrative Agent, any Immaterial Restricted Subsidiary as a Material Restricted Subsidiary in order to cause the above required terms to be satisfied.
Immaterial Restricted Subsidiary each Restricted Subsidiary of the Company now existing or hereafter acquired or formed and each successor thereto, which accounts for not more than (a) 2.5% of the consolidated gross revenues (after intercompany eliminations) of the Company and its Restricted Subsidiaries or (b) 2.5% of the Consolidated Total Assets (after intercompany eliminations) of the Company and its Restricted Subsidiaries, in each case, as of the last day of the most recently completed fiscal quarter of the Company for which financial statements were delivered pursuant to Section 6.01(a) or (ii); provided that if the Restricted Subsidiaries that constitute Immaterial Restricted Subsidiaries pursuant to the preceding portion of this definition account for, in the aggregate, more than 5.0% of such consolidated gross revenues and more than 5.0% of the Consolidated Total Assets, each as described in the preceding portion of this definition, then the term “Immaterial Restricted Subsidiary” shall not include each such Restricted Subsidiary (starting with the Restricted Subsidiary that accounts for the most consolidated gross revenues or Consolidated Total Assets and then in descending order) necessary to account for at least 95% of the consolidated gross revenues and 95% of the Consolidated Total Assets, each as described in clause (a) above.
Immaterial Restricted Subsidiary shall not include each such Restricted Subsidiary (starting with the Restricted Subsidiary that accounts for the most consolidated gross revenues or Consolidated Total Assets and then in descending order) necessary to account for at least 95% of the consolidated gross revenues and 95% of the Consolidated Total Assets, each as described in clause (a) above.