Material Target Subsidiary definition

Material Target Subsidiary means any Subsidiary of the Target that has been designated as a Material Subsidiary as provided in the definition of “Excluded Subsidiary”.
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Material Target Subsidiary means (i) Bit-surf Inc. and SiteROCK K.K., and (ii) any other wholly-owned Subsidiary of the Target whose EBITDA is three hundred million yen (JPY 300,000,000) or more (it being understood that this amount is calculated based on five (5)% of the consolidated estimated EBITDA of the Target Group as of July 31, 2014).
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Material Target Subsidiary means any Subsidiary of the Target that accounts for, on a consolidated basis, [*] per cent. or more of the Consolidated EBITDA of the Target Group.
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Examples of Material Target Subsidiary in a sentence

  • Through the submission of the Letter of Guarantee, a joint and several guarantee agreement under which such new Material Target Subsidiary guarantees any and all obligations, which are owed, or will be owed in the future, by each Borrower and other Guarantor (only to the extent of the Guarantor Obligations)to the Lender under this Agreement shall be formed.

  • No Transaction Obligor and no member of the Relevant Group, or any director, officer, agent, employee or other person acting on behalf of any Transaction Obligor or any Material Target Subsidiary is aware of or has taken any action, directly or indirectly, that would result in a violation by such persons of any applicable Anti-Corruption Laws.


More Definitions of Material Target Subsidiary

Material Target Subsidiary means any Subsidiary of Target that had -------------------------- EBITDA for the immediately preceding twelve month period then last ended equal to or greater than (Pounds)500,000 (or, in the event that the currency in which such Subsidiary's accounts are maintained is other than Sterling, then the Sterling Equivalent for such period).
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Related to Material Target Subsidiary

  • Company Subsidiary means any Subsidiary of the Company.

  • IDI Subsidiary means any Issuer Subsidiary that is an insured depository institution.

  • Material Restricted Subsidiary any Restricted Subsidiary other than one or more Restricted Subsidiaries designated by the Borrower that in the aggregate do not constitute Material Subsidiaries.

  • material hoist means a hoist used to lower or raise material and equipment, excluding passengers; "medical certificate of fitness" means a certificate contemplated in regulation 7(8);

  • Material Group Company means the Issuer or a Subsidiary representing more than 5.00 per cent. of either (i) the total assets of the Group on a consolidated basis (for the avoidance of doubt, excluding any intra-group transactions) or (ii) the net profit of the Group on a consolidated basis according to the latest Financial Report.

  • Material Non Listed Indian Subsidiary means an unlisted subsidiary, incorporated in India, whose income or net worth (i.e. paid up capital and free reserves) exceeds 20% of the consolidated income or net worth respectively, of the listed holding company and its subsidiaries in the immediately preceding accounting year.

  • 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”.

  • Acquired Company means any business, corporation or other entity acquired by the Company or any Subsidiary.

  • Parent Subsidiary means any Subsidiary of Parent.

  • Material Company means, at any time:

  • Material Subsidiary means any Subsidiary that is not an Immaterial Subsidiary.

  • Target Company means each of the Company and its direct and indirect Subsidiaries.

  • Major Subsidiary means any Subsidiary (a) more than 50% of the voting securities of which is owned directly or indirectly by Altria, (b) which is organized and existing under, or has its principal place of business in, the United States or any political subdivision thereof, Canada or any political subdivision thereof, any country which is a member of the European Union on the date hereof (other than Greece, Portugal or Spain) or any political subdivision thereof, or Switzerland, Norway or Australia or any of their respective political subdivisions, and (c) which has at any time total assets (after intercompany eliminations) exceeding $1,000,000,000.

  • 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.

  • Approved Entity means a body corporate that is incorporated or established under the laws of an OECD member state and which, on the occurrence of the Relevant Event, has in issue Relevant Shares.

  • Project Subsidiary means any Subsidiary of the Company held for the purpose of holding, leasing, developing, constructing or acquiring energy generating, transmission or distribution assets, or assets related thereto, or any other power or energy facility or any assets related thereto, 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.

  • Material Compliance Matter has the same meaning as the term defined in Rule 38a-1, and includes any compliance matter that involves: (1) a violation of the federal securities laws by Distributor (or its officers, directors, employees, or agents); (2) a violation of Distributor's Rule 38a-1 policies and procedures; or (3) a weakness in the design or implementation of Distributor's Rule 38a-1 policies and procedures.

  • Non-Material Subsidiary means, at any date of determination, any Subsidiary of Holdings that is not a Material Subsidiary.

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

  • SPE Subsidiary means any Subsidiary formed solely for the purpose of, and that engages only in, one or more Securitization Transactions.

  • Acquired Entity means any entity acquired by the Company or a Related Company or with which the Company or a Related Company merges or combines.

  • Sanctioned Target means any target of Sanctions, including (i) persons on any list of targets identified or designated pursuant to any Sanctions, (ii) persons, countries, or territories that are the target of any territorial or country-based Sanctions program, (iii) persons that are a target of Sanctions due to their ownership or control by any Sanctioned Target(s), or (iv) persons otherwise a target of Sanctions, including vessels and aircraft, that are designated under any Sanctions program.

  • Material IP means any Intellectual Property that is material to the conduct of the business of the Borrower and its Restricted Subsidiaries, taken as a whole.

  • Excluded Entity means a corporation or other entity of which the holders of voting capital stock of the Company outstanding immediately prior to such transaction are the direct or indirect holders of voting securities representing at least a majority of the votes entitled to be cast by all of such corporation’s or other entity’s voting securities outstanding immediately after such transaction.

  • Material Related Party Transactions means any transaction/transactions to be entered into individually or taken together with previous transactions during a financial year exceeds 10% of the annual consolidated turnover of the Company as per the last audited financial statements of the Company.

  • Material Related Party Transaction means a transaction with a related party if the transaction / transactions to be entered into individually or taken together with previous transactions during a financial year, exceeds ten percent of the annual consolidated turnover of the company as per the last audited financial statements of the company.