Management Subsidiary definition

Management Subsidiary means any limited liability company, partnership, corporation, joint venture or other entity that is, directly or indirectly, wholly-owned by Management.
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Management Subsidiary any Subsidiary of the Borrower (i) whose operations are related exclusively to the management and/or operation (pursuant to a management agreement) of facilities owned or leased by the Borrower, any Subsidiary of the Borrower or any other Person, (ii) is the direct or indirect parent of a Subsidiary described in (i) above, (iii) is required pursuant to applicable Requirements of Law solely to permit the Borrower and its Subsidiaries to conduct business and operations in the relevant state, (iv) whose operations are related exclusively to serving as employer for certain employees of Borrower or any Subsidiary of the Borrower and has de minimis assets or (v) whose operations are related exclusively to real estate development and sales and has de minimis assets.
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Management Subsidiary means any limited liability company, partnership, corporation, joint venture or other entity that is, directly or indirectly, wholly-owned by Management. "MLP" is defined in the recitals to this Agreement. "MLP Partnership Agreement" is defined in the recitals to this Agreement. "Non-Taxable" means in respect of any transaction, event or circumstance, not causing or giving rise to the realization or recognition of any taxable income or other basis for the imposition of Tax. "Purchase Rights" means the rights and obligations associated with the purchase of Listed Shares by Enbridge, the terms and provisions of which are more specifically set forth in Annex A of the Management L.L.C. Agreement. 3 <Page> "Realized Tax Savings" shall have the meaning set forth in Section 3(a)(3). "Reasonable Basis" for a position exists if tax counsel may properly advise reporting such position on a Tax return in accordance with Formal Opinion 85-352 of the American Bar Association or any successor thereto. "Revenue Agent's Report" means a report sent to a taxpayer under cover of a transmittal (30 day) letter relating to proposed adjustments in such taxpayer's United States federal income tax liability referred to in Treasury Regulation Section 601.105(c)(2)(i). "Tax" or "Taxes" means any and all present or future taxes, duties, levies, imposts, deductions or withholdings (including, without limitation, income, franchise, gross receipts, sales, rental, use, turnover, value added, property (tangible and intangible), excise and stamp taxes) of any nature whatsoever, together with any and all assessments, penalties, fines, additions and interest relating thereto; provided, however, that the term "Tax" or "Taxes" does not include any Texas franchise taxes or capital based state taxes, or any assessments, penalties, fines, additions or interest relating thereto. "Tax Assumptions" means the following assumptions with respect to the basis of taxation of Management and its capability to pay Taxes to which it may be subject relative to the cash which it has available to pay such Taxes:
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Examples of Management Subsidiary in a sentence

  • Permit any CLO Management Subsidiary to engage in any business other than the management, servicing, administration or similar function performed in connection with a Fund and the holding of Investments in a Fund or other CLO Management Subsidiary and activities reasonably related thereto (including, without limitation, the incurrence of Debt to finance such Investments).

  • The Shareholder shall have the right to control and direct the defense of any such claim that is likely to exceed the Retention Levels of the Company and the Management Subsidiary.

  • The Management Subsidiary owns of record and beneficially a 1% general partnership interest in each of the Operating Partnerships in accordance with the Operating Partnership Agreements related thereto and a .99% limited partnership interest in Buckeye Pipe Line Company of Michigan, L.P. pursuant to its Operating Partnership Agreement.

  • Neither the Shareholder nor its affiliates shall have any liability to the Company or the Management Subsidiary for any Insured Losses to the extent such Insured Losses (a) are within the applicable Retention Level for the particular company or (b) exceed the applicable Retention Level for the Shareholder and its affiliates.

  • Since January 1, 2007, the Cost Management Subsidiary has filed or submitted all material reports, registrations, statements and certifications, together with any amendments required to be made with respect thereto, required by it to be filed with or submitted to any applicable Insurance Regulator or other Governmental Authority.

  • The Borrower will not permit its Capital Management Subsidiary to engage in any business other than making Investments (including Permitted Investments) and activities incidental thereto.

  • Unless otherwise permitted by the Administrative Agent, the Capital Management Subsidiary shall not own any material assets other than Investments (including Permitted Investments) and not incur any Indebtedness other than Indebtedness to the Borrower or any of its Subsidiaries or in connection with the making of Permitted Investments.

  • Except for the Asset Management Subsidiary, no Target Subsidiary is required to file any SEC Documents.

  • Except for interests in Buckeye Pipe Line Company, a Delaware corporation (the "Management Subsidiary"), and the Master Partnership, and the interests of the Management Subsidiary in each of the Operating Partnerships, neither the Company nor the Management Subsidiary has any subsidiaries or stock or other equity or ownership interest (whether controlling or not) in any corporation, association, partnership, limited liability company, joint venture or other entity.

  • The Buyer will, and will cause the Company and the Management Subsidiary to, negotiate in good faith to settle all claims under the Policies within the applicable Retention Levels of the Company and the Management Subsidiary and promptly notify and consult with the Shareholder regarding any such claim that may exceed the applicable Retention Levels of the Company and the Management Subsidiary.


More Definitions of Management Subsidiary

Management Subsidiary. Suncity Group Management and Consultancy Limited, a company incorporated in Macau with limited liability, being an indirect wholly-owned subsidiary of the Company “Management Van Don Subsidiary” Suncity Group Management and Consultancy (▇▇▇ ▇▇▇) Limited, a company incorporated in Macau with limited liability, being an indirect wholly-owned subsidiary of the Company
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Management Subsidiary means a subsidiary of the Borrower formed for the sole purpose of providing management and accounting services to the Borrower and its subsidiaries.
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Related to Management Subsidiary

  • Current Subsidiary means any Person in which the Company on the Subscription Date, directly or indirectly, (i) owns any of the outstanding capital stock or holds any equity or similar interest of such Person or (ii) controls or operates all or any part of the business, operations or administration of such Person, and all of the foregoing, collectively, “Current Subsidiaries.”

  • Parent Subsidiary means any Subsidiary of Parent.

  • Subsidiary means any subsidiary of the Company and shall, where applicable, also include any direct or indirect subsidiary of the Company formed or acquired after the date hereof.

  • 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.

  • Project Subsidiary means any Subsidiary of the Company held for the purpose of holding, constructing or acquiring power generation facilities or related or ancillary assets or properties and any Subsidiary of the Company whose assets consist primarily of equity interests in one or more other Project Subsidiaries; provided that a Subsidiary will cease to be a Project Subsidiary if it Guarantees any Indebtedness of the Company other than obligations of the Company related to Project Debt of one or more Project Subsidiaries.