IR Parent. “Material Debt”; “Xxxxx’x”; “Multiemployer Plan”; “Out-of-Program Collections”; “Parent”; “PBGC”; “Person”; “Plan”; “S&P”; “Subsidiary”; “UCC”; “Undertaking Party”; and “Yield”.
IR Parent means, except as otherwise expressly provided herein and except as the context may otherwise require, (x) until such time as a Subsequent Parent Company shall become a party hereto, Xxxxxxxxx-Xxxx plc or (y) the Subsequent Parent Company. For purposes of this Agreement, the “Subsequent Parent Company” shall be the Person that becomes the owner, directly or indirectly, of 100% of the outstanding shares of common stock of, or otherwise merges, amalgamates or consolidates with, Xxxxxxxxx-Xxxx plc (or, if applicable, the existing Subsequent Parent Company) in a transaction where the direct or indirect holders of the capital stock of Xxxxxxxxx-Xxxx plc (or, if applicable, the existing Subsequent Parent Company) that are entitled to vote generally in the election of the board of directors of such company immediately following such transaction are substantially the same as the holders of such capital stock immediately prior to the consummation of such transaction, so long as such Person (1) executes and delivers a copy of this Agreement (whereupon such Person shall become a party to this Agreement with the same force and effect as if such Person had executed this Agreement as “IR Parent” on the Effective Date), (2) becomes a Guarantor pursuant to the terms of Section 9.16(j) hereof and (3) is organized under the laws of Bermuda, Ireland, the United States of America (or any State thereof or the District of Columbia) or any other jurisdiction that is, after consultation with the Banks, reasonably satisfactory to the Administrative Agent (it being understood that, upon the consummation of such transaction and compliance with the requirements set forth in the immediately preceding clauses (1), (2) and (3), the existing Subsequent Parent Company shall no longer be “IR Parent” for purposes of this Agreement). Notwithstanding the foregoing, on and after such time as a Subsequent Parent Company shall become a party hereto, Xxxxxxxxx-Xxxx plc and each Person that, prior to such time, was the Subsequent Parent Company shall continue to be bound by the covenants set forth in Sections 5.6, 5.7 and 5.9 as if it were IR Parent.
IR Parent means Xxxxxxxxx-Xxxx plc until a successor Person shall have become such pursuant to the applicable provisions of this Indenture, and thereafter “IR Parent” shall mean such successor Person.
Examples of IR Parent in a sentence
On the basis of this review, IR Parent has reasonably concluded that Environmental Laws are unlikely to have a Material Adverse Effect.
Notwithstanding the foregoing, the guarantee provided by IR Parent pursuant to this Section 9.16 shall only apply to the extent that the parties whose obligations are guaranteed hereunder are subsidiaries of IR Parent.
On the basis of this review, IR Parent has reasonably concluded that Environmental Laws are unlikely to have a material adverse effect on the business, financial condition or results of operations of IR Parent and its Consolidated Subsidiaries, considered as a whole.
For purposes of this Section, any preferred stock, except for auction-rate preferred stock the higher of the voluntary or involuntary liquidation value of which does not in the aggregate exceed $100,000,000, of a Consolidated Subsidiary held by a Person other than IR Parent, the Borrower or a wholly-owned Consolidated Subsidiary shall be included, at the higher of its voluntary or involuntary liquidation value, in “Consolidated Debt”.
The Administrative Agent may consult with legal counsel (who may be counsel for IR Parent, the Borrower or any of their respective Affiliates), independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken by it in good faith in accordance with the advice of such counsel, accountants or experts.
More Definitions of IR Parent
IR Parent means Xxxxxxxxx-Xxxx Company Limited, a Bermuda company.
IR Parent set forth in Section 1.1 of the Credit Agreement is hereby amended and restated in its entirety to read as follows:
IR Parent has the meaning set forth in the preamble.
IR Parent means, except as otherwise expressly provided herein and except as the context may otherwise require,(x) until such time as a Subsequent Parent Company shall become a party hereto, Ingersoll-Rand plc or (y) the Subsequent Parent Company. For purposes of this Agreement, the “ Subsequent Parent Company ” shall be the Person that becomes the owner, directly or indirectly, of 100% of the outstanding shares of common stock of, or otherwise merges, amalgamates or consolidates with, Ingersoll-Rand plc (or, if applicable, the existing Subsequent Parent Company) in a transaction where the direct or indirect holders of the capital stock of Ingersoll-Rand plc (or, if applicable, the existing Subsequent Parent Company) that are entitled to vote generally in the election of the board of directors of such company immediately following such transaction are substantially the same as the holders of such capital stock immediately prior to the consummation of such transaction, so long as such Person (1) executes and delivers a copy of this Agreement (whereupon such Person shall become a party to this Agreement with the same force and effect as if such Person had executed this Agreement as “IR Parent” on the Effective Date), (2) becomes a Guarantor pursuant to the terms of Section 9.16(j) hereof and (3) is organized under the laws of Bermuda, Ireland, the Grand Duchy of Luxembourg, the United States of America (or any State thereof or the District of Columbia) or any other jurisdiction that is, after consultation with the Banks, reasonably satisfactory to the Administrative Agent (it being understood that, upon the consummation of such transaction and compliance with the requirements set forth in the immediately preceding clauses (1), (2) and (3), the existing Subsequent Parent Company shall no longer be “IR Parent” for purposes of this Agreement). Notwithstanding the foregoing, on and after such time as a Subsequent Parent Company shall become a party hereto, Ingersoll-Rand plc and each Person that, prior to such time, was the Subsequent Parent Company shall continue to be bound by the covenants set forth in Sections 5.6, 5.7 and 5.9 as if it wereIR Parent.
IR Parent means such successor Person.
IR Parent means Ingersoll-Rand Company Limited, a Bermuda company.
IR Parent means , (x) until such time as a Subsequent Parent Company qualifies as such under the definition thereof, Xxxxxxxxx-Xxxx Company Limited, a Bermuda company, or (y) the Subsequent Parent Company. For purposes of this Agreement, the “Subsequent Parent Company” shall be the Person that becomes the owner, directly or indirectly, of 100% of the outstanding shares of common stock of, or otherwise merges, amalgamates or consolidates with, Xxxxxxxxx-Xxxx Company Limited (or, if applicable, the existing Subsequent Parent Company) in a transaction where the direct or indirect holders of the capital stock of Xxxxxxxxx-Xxxx Company Limited (or, if applicable, the existing Subsequent Parent Company) that are entitled to vote generally in the election of the board of directors of such company immediately following such transaction are substantially the same as the holders of such capital stock immediately prior to the consummation of such transaction, so long as such Person (1) is organized under the laws of Bermuda, Ireland, the United States of America (or any State thereof or the District of Columbia) or any other jurisdiction that is, after consultation with the Agents, reasonably satisfactory to the Agents (it being understood that, upon the consummation of such transaction and compliance with the requirements set forth in the immediately preceding clause (1), Xxxxxxxxx-Xxxx Company Limited or the existing Subsequent Parent Company, as applicable, shall no longer be “IR Parent” for purposes of this Agreement).