Marathon Subsidiaries definition

Marathon Subsidiaries shall have the meaning set forth in Section 3.1 of the Master Formation Agreement.
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Marathon Subsidiaries means the corporations identified as such in the Arrangement Agreement, collectively;
Sample 1
Marathon Subsidiaries means the subsidiaries of Marathon, excluding Marathon Gold following the Effective Time, which are set out in schedule C attached hereto and “Marathon Subsidiary” refers to any one of them;
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Examples of Marathon Subsidiaries in a sentence

  • Marathon Subsidiaries; Equity Interests....................41 SECTION 7.03.

  • For any taxable period of any of the Marathon Subsidiaries that ends on or before the Closing Date, Marathon shall timely prepare and file with the appropriate Governmental Authorities all returns required to be filed, and shall pay all Taxes due with respect to such returns; provided that the Company shall reimburse Marathon for any amount assumed by the Company pursuant to Section 2.3(i) and paid by Marathon or any of its Affiliates.

  • All information relating to Marathon and the Marathon Subsidiaries provided to Tarragon for inclusion in the Information Circular pursuant to Section 9.1(b) shall be, as of the earlier of the date it purports to be given and the date of the Information Circular, true and complete in all material respects and shall not contain any Misrepresentation.

  • Borrower and Lender hereby agree that all tax and insurance escrow waiver letters issued prior to the date hereof by Lender or its investment manager, ING Investment Management LLC, in favor of Original Borrower or Borrower are hereby rescinded, except that certain escrow waiver letter dated January 11, 2012 shall remain in full force and effect.

  • It is with this assurance that one will incline to goodness and resist evil.

  • The corporate records and minute books of each of Marathon, Marathon Gold and the Marathon Subsidiaries have been maintained in accordance with all Applicable Laws and are complete and accurate in all material respects, except where such incompleteness or inaccuracy would not have a Material Adverse Effect on Marathon or the Marathon Subsidiaries.

  • Each of Marathon, Marathon Gold and the Marathon Subsidiaries has been incorporated, is subsisting and has full corporate and legal power and authority to own its property and assets and to conduct its business as currently owned and conducted.

  • This may require more resources, given that current emission scenarios assume hundreds of millions of people will remain in energy poverty.It is difficult to give any precise figure for the emissions debt.

  • From the Effective Time, Marathon Gold hereby agrees to indemnify and save harmless Stillwater, Marathon and the Marathon Subsidiaries from all Losses suffered or incurred by Stillwater, Marathon or the Marathon Subsidiaries as a result of or arising directly or indirectly out of or in connection with (a) any Indemnified Liability; or (b) any Indemnified Taxes, unless they are the result of actions taken at the request of Stillwater or after the Effective Date.

  • Stillwater, Marathon or the Marathon Subsidiaries, as applicable shall not settle or compromise any such Claim without the prior written consent of Marathon Gold, unless Marathon Gold has not, within five Business Days after the giving of the Indemnity Notice, given notice to Stillwater, Marathon or the Marathon Subsidiaries, as applicable, that it wishes to dispute such Claim.


More Definitions of Marathon Subsidiaries

Marathon Subsidiaries means all of the Subsidiaries of Marathon;
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Related to Marathon Subsidiaries

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

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of SpinCo, after giving effect to the Reorganization.

  • Parent Subsidiaries means the Subsidiaries of Parent.

  • Subsidiaries means any corporation or other organization, whether incorporated or unincorporated, in which the Company owns, directly or indirectly, any equity or other ownership interest.

  • Operating Subsidiaries means, collectively, the Corporation and HST, each a wholly-owned subsidiary of the Trust, and "Operating Subsidiary" means either of the Corporation or HST, as applicable.

  • U.S. Subsidiaries means all such Subsidiaries.

  • Canadian Subsidiaries means the Subsidiaries organized under the laws of Canada or any province, territory or other political subdivision thereof.

  • Transferred Subsidiaries shall have the meaning set forth in the Recitals.

  • Company Subsidiaries means the Subsidiaries of the Company.

  • Acquired Subsidiaries means Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

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

  • Retained Subsidiaries means all of the direct and indirect Subsidiaries of Seller other than the Purchased Subsidiaries.

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • PRC Subsidiaries means all Company Subsidiaries organized under the Laws of the PRC.

  • Guarantor Subsidiaries has the meaning set forth in the Recitals to this Agreement.

  • Excluded Subsidiaries means any Subsidiary of any Holding Company that is not itself a Holding Company or the Borrower and that is: (a) listed on Schedule 1.02 as of the Closing Date; (b) a CFC or a CFC Holding Company; (c) any not-for-profit Subsidiary; (d) a Joint Venture or a Subsidiary that is not otherwise a wholly-owned Restricted Subsidiary; (e) an Immaterial Subsidiary; (f) an Unrestricted Subsidiary; (g) a Captive Insurance Subsidiary or other special purpose entity; (h) prohibited by any applicable Requirement of Law or contractual obligation from guaranteeing or granting Liens to secure any of the Secured Obligations or with respect to which any consent, approval, license or authorization from any Governmental Authority would be required for the provision of any such guaranty (but in the case of such guaranty being prohibited due to a contractual obligation, such contractual obligation shall have been in place at the Closing Date or at the time such Subsidiary became a Subsidiary and is not created in contemplation of or in connection with such Person becoming a Subsidiary); provided that each such Restricted Subsidiary shall cease to be an Excluded Subsidiary solely pursuant to this clause (h) if such consent, approval, license or authorization has been obtained (it being understood and agreed that no Loan Party or Restricted Subsidiary shall be required to seek any such consent, approval, license or authorization); (i) with respect to which the Borrower (in consultation with the Administrative Agent) reasonably determines that guaranteeing or granting Liens to secure any of the Secured Obligations would result in material adverse tax consequences; (j) with respect to which the Borrower and the Administrative Agent reasonably agree that the cost and/or burden of providing a guaranty of the Secured Obligations outweighs the benefits to the Lenders; (k) a direct or indirect Subsidiary of an Excluded Subsidiary; (l) a Securitization Subsidiary; (m) organized or incorporated outside of the United States or any state, province, territory or jurisdiction thereof, (n) [reserved] and (o) any Restricted Subsidiary acquired pursuant to a Permitted Acquisition or other permitted Investment that, at the time of such Permitted Acquisition or other permitted Investment, has assumed secured Indebtedness permitted hereunder and not incurred in contemplation of such Permitted Acquisition or other Investment and each Restricted Subsidiary that is a Subsidiary thereof that guarantees such Indebtedness, in each case to the extent (and solely for so long as) such secured Indebtedness prohibits such Restricted Subsidiary from becoming a Guarantor (provided that each such Subsidiary shall cease to be an Excluded Subsidiary under this clause (o) if such secured Indebtedness is repaid or becomes unsecured, if such Restricted Subsidiary ceases to be an obligor with respect to such secured Indebtedness or such prohibition no longer exists, as applicable).

  • Non-Guarantor Subsidiaries means, as of any date of determination, a collective reference to:

  • 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:

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

  • Holding Entities means the subsidiaries of Brookfield Renewable Energy L.P., from time to time, through which it indirectly holds all of the Partnership’s interests in the Operating Entities.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • Wholly-Owned Consolidated Subsidiary means any Consolidated Subsidiary all of the shares of capital stock or other ownership interests of which (except directors' qualifying shares) are at the time directly or indirectly owned by the Borrower.

  • Group Companies means the Company and its Subsidiaries.

  • Parent Subsidiary means any Subsidiary of Parent.

  • Acquired Entities means the Company and each of its Subsidiaries, collectively.

  • Non-Debtor Subsidiaries means all direct and indirect subsidiaries of any Debtor that are not Debtors in the Chapter 11 Cases.