MSB Subsidiary definition

MSB Subsidiary means (i) Expensify Payments LLC and (ii) any Person that engages in a “money services business” as defined in 31 CFR 1010.100(ff) (without regard to any activity threshold amounts), and includes without limitation the following: currency dealer or exchanger; check cashing; issuer of traveler’s checks, money orders or stored value; seller or redeemer of traveler’s checks, money orders or stored value; and money transmitter.
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MSB Subsidiary shall include any entity which was an MSB Subsidiary at any time during such period. Bank is a federally-chartered savings bank duly organized and validly existing in stock form and in good standing under the laws of the United States. All eligible accounts of depositors issued by Bank are insured either by the BIF or the SAIF to the fullest extent permitted by law. Each of MSB Financial and MSB Travel is a corporation duly organized and in active status under the laws of the State of New York. Each MSB Subsidiary has the corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted and is duly licensed or qualified to do business and is in good standing in each jurisdiction in which the nature of the business conducted by it or the character or location of the properties and assets owned or leased by it makes such licensing or qualification necessary, except where the failure to be so licensed, qualified or in good standing would not have a Material Adverse Effect on MSB.
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MSB Subsidiary means any corporation, partnership, joint venture or other legal entity in which MSB, directly or indirectly, owns at least a 50% stock or other equity interest or for which MSB, directly or indirectly, acts as a general partner, PROVIDED that to the extent that any representation or warranty set forth herein covers a period of time prior to the date of this Agreement, the term "MSB SUBSIDIARY" shall include any entity which was an MSB Subsidiary at any time during such period. Bank is a federally-chartered savings bank duly organized and validly existing in stock form and in good standing under the laws of the United States. All eligible accounts of depositors issued by Bank are insured either by the BIF or the SAIF to the fullest extent permitted by law. Each of MSB Financial and MSB Travel is a corporation duly organized and in active status under the laws of the State of New York. Each MSB Subsidiary has the corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted and is duly licensed or qualified to do business and is in good standing in each jurisdiction in which the nature of the business conducted by it or the character or location of the properties and assets owned or leased by it makes such licensing or qualification necessary, except where the failure to be so licensed, qualified or in good standing would not have a Material Adverse Effect on MSB.
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Examples of MSB Subsidiary in a sentence

  • Neither MSB nor any MSB Subsidiary is required by Section 32 of the Federal Deposit Insurance Act to give prior notice to a Federal banking agency of the proposed addition of an individual to its board of directors or the employment of an individual as a senior executive officer, except as disclosed in writing to HUBCO by MSB prior to the date of this Agreement.

  • Except as set forth on the MSB Disclosure Schedule, no officer, director, employee or agent (or former officer, director, employee or agent) of MSB or any MSB Subsidiary is entitled now, or will or may be entitled to as a consequence of this Agreement or the Merger, to any payment or benefit from MSB, an MSB Subsidiary, HUBCO or any HUBCO Subsidiary which if paid or provided would constitute an "excess parachute payment," as defined in Section 280G of the Code or regulations promulgated thereunder.

  • Representations made herein which are qualified by the phrase to the best of MSB's knowledge or similar phrases refer as of the date hereof to the best knowledge of the Chief Executive Officer, the Chief Financial Officer and the Executive Vice President and Chief Operating Officer of MSB and thereafter refer to the best knowledge of any senior officer of MSB or any MSB Subsidiary.

  • Except as disclosed in the MSB Disclosure Schedule, neither MSB nor any MSB Subsidiary is a party to any order, judgment or decree entered in any lawsuit or proceeding which is material to MSB or such MSB Subsidiary.

  • MSB shall, during the Delivery Period, deliver to Lakeland a true, correct and complete list of all voting shares or other equity interests of any entity, other than the MSB Subsidiary, which are owned, directly or indirectly, by MSB.

  • Commencing with the date of this Merger Agreement, MSB will provide Lakeland with same-day notice of any offer MSB or the MSB Subsidiary receives from or on behalf of any third party regarding a proposed Acquisition Transaction, including, in such notice, the identity of the offeror and the complete terms of any such offer, and will provide Lakeland with same-day notice of the receipt of any information that such an offer is likely to be made and any available details with respect to such potential offer.

  • Except for the Employee Benefit Programs referred to in Section 2.20 hereof, neither MSB nor the MSB Subsidiary is a party to any agreement involving payments to any person or entity based on the profits or gross revenues of MSB or the MSB Subsidiary.

  • Neither MSB nor the MSB Subsidiary has, during the past three (3) fiscal years, been denied or had revoked, canceled or rescinded any policy of insurance.

  • MSB shall have obtained all approvals and consents as Lakeland's counsel shall reasonably request under any contract, lease or agreement of MSB or the MSB Subsidiary to assure that MSB shall continue to retain all of the benefits of such contract, lease or agreement after the Effective Time.

  • All of the outstanding shares of capital stock of each MSB Subsidiary are owned (directly in the case of Bank and MSB Travel, and indirectly in the case of MSB Financial) by MSB and are free and clear of any liens, encumbrances, charges, restrictions or rights of third parties.

Related to MSB Subsidiary

  • 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.

  • Bank Subsidiary means the subsidiary or subsidiaries or the Bank which may from time to time be specified by the Bank to the Customer;

  • 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.

  • ORE Subsidiary means any Subsidiary of the Assuming Bank that engages solely in holding, servicing, managing or liquidating interests of a type described in clause (A) of the definition of “Other Real Estate,” which interests have arisen from the collection or settlement of a Shared-Loss Loan.

  • Parent Subsidiary means any Subsidiary of Parent.

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

  • Controlled Subsidiary means any Subsidiary of the Company, 50% or more of the outstanding equity interests of which are owned by the Company and its direct or indirect Subsidiaries and of which the Company possesses, directly or indirectly, the power to direct or cause the direction of the management or policies, whether through the ownership of voting equity interests, by agreement or otherwise.

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

  • Non-U.S. Subsidiary means any Subsidiary that is not a U.S. 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”.

  • UK Subsidiary means a Subsidiary organized under the laws of England and Wales.

  • U.S. Subsidiary means any Subsidiary that is incorporated or organized under the laws of the United States or a state thereof or the District of Columbia.

  • Material Subsidiary means any Subsidiary other than an Immaterial Subsidiary.

  • Consolidated Subsidiary means with respect to any Person at any date any Subsidiary of such Person or other entity the accounts of which would be consolidated with those of such Person in its consolidated financial statements if such statements were prepared as of such date in accordance with GAAP.

  • subsidiary entity means a person that is controlled directly or indirectly by another person and includes a subsidiary of that subsidiary;

  • Acquired Subsidiary or “Acquired Subsidiaries” means one or more, as applicable, Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

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

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

  • Relevant Subsidiary means any fully consolidated subsidiary of HeidelbergCement AG and for purposes only of this § 2 does not include any subsidiary which has one or more classes of equity securities (other than, or in addition to any convertible bonds or similar equity linked securities) which are listed or traded on a regulated stock exchange.

  • PRC Subsidiary means all Company Subsidiaries organized under the Laws of the PRC;

  • Major Subsidiary means a subsidiary of an issuer if

  • Domestic Subsidiary means any Subsidiary that is organized under the Laws of the United States, any state thereof or the District of Columbia.

  • Joint Venture Subsidiary means a Subsidiary of the Company or any of its Subsidiaries that has no assets and conducts no operations other than its ownership of Equity Interests of a Joint Venture.

  • Company Subsidiary means any Subsidiary of the Company.

  • Excluded Subsidiary means (a) any Subsidiary that is not a wholly-owned direct or indirect Domestic Subsidiary of Holdings, (b) any Subsidiary that is prohibited or restricted by applicable Law or by Contractual Obligations permitted by this Agreement in existence at the time of acquisition of such Subsidiary but not entered into in contemplation thereof, from guaranteeing the Obligations or if guaranteeing the Obligations would require governmental (including regulatory) consent, approval, license or authorization, unless such consent, approval, license or authorization has been received, or for which the provision of a Guarantee would result in material adverse tax consequences to the Borrower or one of its subsidiaries as reasonably determined by the Borrower and agreed in writing by the Administrative Agent, (c) any other Subsidiary with respect to which, in the reasonable judgment of the Borrower and the Administrative Agent, the burden or cost of providing a Guarantee shall be excessive in view of the benefits to be obtained by the Lenders therefrom, (d) any not-for-profit Subsidiaries or captive insurance Subsidiaries, (e) any Unrestricted Subsidiaries, (f) any Securitization Subsidiary, (g) any direct or indirect Domestic Subsidiary of a direct or indirect Foreign Subsidiary of Holdings that is a CFC, (h) any direct or indirect Domestic Subsidiary of Holdings that is a FSHCO, (i) [reserved], (j) captive insurance Subsidiaries, (k) any Subsidiary that is not a Material Subsidiary and (l) any Restricted Subsidiary acquired pursuant to a Permitted Acquisition or other Investment that has assumed secured Indebtedness permitted under Section 7.03(g)(i) and not incurred in contemplation of such Permitted Acquisition or other Investment, in each case to the extent such secured Indebtedness prohibits such Subsidiary from becoming a Guarantor (so long as such prohibition is not incurred in contemplation of such Permitted Acquisition or other Investment). For the avoidance of doubt, the Borrower shall not constitute an Excluded Subsidiary.