New Subsidiary Consulting Agreement definition

New Subsidiary Consulting Agreement means the management consulting agreement, dated as of July 25, 1997, between the Company and each of its Subsidiaries and Jordan Industries, Inc., as in effect on the date of original issuance of the Senior Notes.
Sample 1
New Subsidiary Consulting Agreement means the management consulting agreement, dated July 25, 1997, between the Company and each of its Subsidiaries and Jordan Industries, Inc., as in effect on the Senior Preferred Stock Issue Date.
Sample 1
New Subsidiary Consulting Agreement means the management consulting agreement, dated July 25, 1997, between the Company and each of its Subsidiaries and Jordan Industries, as in effect on the date of the original issuance of the Discount Notes.
Sample 1

Examples of New Subsidiary Consulting Agreement in a sentence

  • Collectively, the New Subsidiary Advisory Agreements, the New Subsidiary Consulting Agreement, the JI Properties Services Agreement and the Tax Sharing Agreement.

  • The New Subsidiary Consulting Agreement dated as of July 25, 1997 by and among Jordan Industries, Holdings and each of its Subsidiaries, in the form delivered to the Banks and the Agent or prior to the Closing Date, and relating to corporate management and administrative services provided and to be provided to Holdings and its Subsidiaries by Jordan Industries.

  • With respect to the Borrower and its Subsidiaries and for any fiscal period, an amount equal to EBITDA for such fiscal period, minus Capital Expenditures made in such period, minus cash income taxes and, without duplication, cash payments for income taxes under the Tax Sharing Agreement paid in such period, minus management fees paid under the New Subsidiary Consulting Agreement in such period, all as calculated on a Pro Forma Basis.

Related to New Subsidiary Consulting Agreement

  • New Subsidiary means, as of any date of determination, any Person in which the Company after the Subscription Date, directly or indirectly, (i) owns or acquires 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, “New Subsidiaries.”

  • Subsidiary Joinder Agreement means a joinder to this Agreement, substantially in the form of Exhibit C.

  • Consulting Agreements means the consulting agreements to be entered into between the Purchaser (or an Affiliate thereof) and each of Xxxx X. Xxxxxx and Xxxx Xxxxxxxx Xxxxxxx, in a form acceptable to the Parties, acting reasonably;

  • Parent Company Guarantee means a guarantee issued in favour of the Operator in substantially the form set out in Schedule 6 (Form of Parent Company Guarantee).

  • Consulting Agreement means any written or oral agreement to retain the services, for a fee, of a consultant for the purposes of (A) providing counsel to a contractor, vendor, consultant or other entity seeking to conduct, or conducting, business with the State, (B) contracting, whether in writing or orally, any executive, judicial, or administrative office of the State, including any department, institution, bureau, board, commission, authority, official or employee for the purpose of solicitation, dispute resolution, introduction or requests for information or (C) any other similar activity related to such contracts.

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Definitive Acquisition Agreement means any agreement entered into by the Company that is conditioned on the approval by the holders of not less than a majority of the outstanding Common Shares of the Company and is with respect to (i) a share exchange, one-step merger, tender offer and second-step merger, consolidation, recapitalization, reorganization, business combination or similar transaction involving the Company, or (ii) the acquisition, directly or indirectly, of assets or earning power aggregating 50% or more of the consolidated assets or earning power of the Company and its Subsidiaries (taken as a whole).

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Acquisition Agreements has the meaning specified in the Recitals.

  • Specified Acquisition Agreement Representations means such of the representations and warranties in the Acquisition Agreement made by the Acquired Company with respect to the Acquired Company and its subsidiaries as are material to the interests of the Lenders, but only to the extent that the Borrower (and/or its applicable Affiliate) has the right to terminate its and/or such Affiliate’s obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Additional Guarantors shall have the meaning assigned to such term in the Preamble hereof.

  • Acquisition Subsidiary has the meaning specified in Section 7.14.

  • Borrowing Subsidiary Termination means a Borrowing Subsidiary Termination substantially in the form of Exhibit F-2.

  • Additional Guarantor means any subsidiary of the Company that executes a Guarantee under the Indenture after the date of this Agreement.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

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

  • Guaranty Joinder Agreement means each Guaranty Joinder Agreement, substantially in the form thereof attached to the Guaranty, executed and delivered by a Guarantor or any other Person to the Administrative Agent pursuant to Section 6.12 or otherwise.

  • Employment Agreements has the meaning set forth in Section 7.5.

  • Transition Agreement has the meaning set forth in Section 12.8.1.

  • Non-Compete Agreement means that certain Non-Compete Agreement between the Company and the Executive in substantially the form attached hereto as Exhibit B.

  • Existing LLC Agreement is defined in the recitals to this Agreement.

  • Company LLC Agreement means the Limited Liability Company Agreement of the Company, dated as of October 23, 2006, as amended or restated from time to time.

  • Existing Management Agreement means that certain management agreement between the Seller and the Existing Manager for the operation and management of the Hotel.

  • Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.

  • Initial Agreement has the meaning set forth in the recitals to this Agreement.

  • Secondment Agreement is defined in Section 2.2.