Non-Compliant Subsidiary definition

Non-Compliant Subsidiary has the meaning set forth in the definition of Permitted Acquisition.
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Non-Compliant Subsidiary means any Subsidiary of a Person acquired pursuant to a Permitted Acquisition that will not become a Subsidiary Loan Party in accordance with the requirements of clause (a) of this definition, and “Non-Compliant Assets” means any assets acquired pursuant to a Permitted Acquisition to be held by a Subsidiary that is not a Subsidiary Loan Party.
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Non-Compliant Subsidiary means any Subsidiary of a Person acquired pursuant to a Permitted Acquisition that will not become a Subsidiary Loan Party in accordance with the requirements of clause (a) of this definition, and “Non-Compliant Assets” means any assets acquired pursuant to a Permitted Acquisition to be held by a Subsidiary that is not a Subsidiary Loan Party. Notwithstanding the foregoing, Holdings shall be able to make Permitted Acquisitions and other Investments permitted hereunder so long as all assets and Equity Interests acquired in connection with such Permitted Acquisition or other Investment are contributed to the Borrower or another Subsidiary (in the case of any Subsidiary that is not a Loan Party, to the extent such Investment is otherwise permitted hereunder) promptly after the consummation of such Permitted Acquisition or Investment.
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Examples of Non-Compliant Subsidiary in a sentence

  • The committee’s charter sets forth its responsibilities, including:∎ annually approving the compensation structure for, and reviewing and approving the compensation of, senior officers and non-executive directors;∎ overseeing the annual process for evaluating senior officer performance;∎ overseeing the administration of the company’s equity-based and other incentive compensation plans; and∎ assisting the Board with executive succession planning.

  • For purposes of this definition, “ Non-Compliant Subsidiary ” means any Restricted Subsidiary of a Person acquired pursuant to a Permitted Acquisition that will not become a Subsidiary Guarantor in accordance with the requirements of clause (b) of this definition, and “ Non-Compliant Assets ” means any assets acquired pursuant to a Permitted Acquisition to be held by a Non-Guarantor Restricted Subsidiary.


More Definitions of Non-Compliant Subsidiary

Non-Compliant Subsidiary means any Subsidiary of a Person acquired pursuant to a Permitted Acquisition that will not become a Subsidiary Loan Party in accordance with the requirements of clause (a) of this definition (other than a Domestic Subsidiary that is not a Material Subsidiary or is an Excluded Subsidiary), and “Non-Compliant Assets” means any assets acquired pursuant to a Permitted Acquisition to be held by a Subsidiary that is not a Subsidiary Loan Party (other than a Domestic Subsidiary that after giving Pro-Forma Effect to such Permitted Acquisition is not a Material Subsidiary or is an Excluded Subsidiary).
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Non-Compliant Subsidiary means any Subsidiary of a
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Related to Non-Compliant Subsidiary

  • Insignificant Subsidiary means, on any date, any Subsidiary of Caterpillar or CFSC whose aggregate asset value, as reasonably calculated by Caterpillar in accordance with generally accepted accounting principles, is at less than or equal to $50,000,000 on such date.

  • 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.

  • Significant Subsidiary means any Restricted Subsidiary that would be a “significant subsidiary” as defined in Article 1, Rule 1-02 of Regulation S-X, promulgated pursuant to the Securities Act, as such regulation is in effect on the Issue Date.

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

  • Significant Subsidiaries means, as of any date of determination, collectively, all Subsidiaries that would constitute a “significant subsidiary” under Rule 1-02 of Regulation S-X promulgated by the SEC, and each of the foregoing, individually, a “Significant 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”.

  • Significant Restricted Subsidiary means a Restricted Subsidiary that would be a “significant subsidiary” within the meaning of the definition of “significant subsidiary” in Article 1, Rule 1-02(w) of Regulation S-X, promulgated pursuant to the Securities Act, as such Regulation is in effect on the Original Issue Date; provided that in each instance in such definition in which the term “10 percent” is used, the term “5 percent” shall be substituted therefor.

  • Dormant Subsidiary means a Subsidiary that owns assets in an amount equal to no more than $5,000,000 or is dormant or otherwise inactive.

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

  • Non-Material Subsidiary means a Subsidiary of the Company which is not a Material Subsidiary.

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

  • Restricted Subsidiary means any Subsidiary of the Company other than an Unrestricted Subsidiary.

  • Parent Subsidiary means any Subsidiary of Parent.

  • Significant Supplier has the meaning set forth in Section 5.19(b).

  • Non-Restricted Subsidiary means any Subsidiary of the Company other than a Restricted Subsidiary.

  • 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.

  • Material Subsidiaries Subsidiaries of the Parent Borrower constituting, individually or in the aggregate (as if such Subsidiaries constituted a single Subsidiary), a “significant subsidiary” in accordance with Rule 1-02 under Regulation S-X.

  • Foreign Restricted Subsidiary means any Restricted Subsidiary which is not organized under the laws of the United States of America or any State thereof or the District of Columbia.

  • Major Subsidiary means a subsidiary of an issuer if

  • 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.

  • Principal Subsidiary means any Subsidiary owning or leasing, directly or indirectly through ownership in another Subsidiary, any Principal Property.

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

  • Wholly Owned Restricted Subsidiary of any Person means any Wholly Owned Subsidiary of such Person which at the time of determination is a Restricted Subsidiary of such Person.

  • 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.