Outside Company definition

Outside Company means (a) a Subsidiary of the Borrower (and not of any Portfolio Company) acquired pursuant to a Permitted Ineligible Acquisition, together with any Subsidiaries of such Subsidiary and any Acquisition Subsidiary formed to consummate such Permitted Ineligible Acquisition, or (b) a company in which the Borrower has an ownership interest that was previously a Portfolio Company and has been reclassified as an Outside Company in connection with the consummation of a transaction of the type described in Section 7.05(b).

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Outside Company means a Subsidiary of Borrower (and not of any Portfolio Company) acquired pursuant to a Permitted Ineligible Acquisition, together with any Subsidiaries of such Subsidiary and any Acquisition Subsidiary formed to consummate such Permitted Ineligible Acquisition. Outside Debt means (i) Indebtedness that does not constitute Qualified Intercompany Indebtedness and is incurred or assumed by an Outside Company in connection with the Acquisition of such Outside Company pursuant to a Permitted Ineligible Acquisition and (ii) any Indebtedness incurred by an Outside Company subsequent to the Acquisition of such Outside Company pursuant to a Permitted Ineligible Acquisition. Paid in Full, Pay in Full or Payment in Full means, with respect to any Obligations, (a) the payment in full in cash of all such Obligations (other than (i) contingent indemnification obligations to the extent no claim giving rise thereto has been asserted and (ii) Hedging Obligations that, at the time of determination, are allowed by the Person that such Hedging Obligations are owing to remain outstanding or are not required to be repaid or cash collateralized pursuant to the provisions of any document governing the Hedging Obligations), (b) the termination or expiration of all of the Revolving Loan Commitments and (c) in connection with the termination or expiration of the Revolving Loan Commitments, either (i) the cancellation and return to Agent of all Letters of Credit or (ii) the cash collateralization of all Letters of Credit (in an amount equal to 105% of the Stated Amount of such Letters of Credit) in a manner reasonably acceptable to Agent.

Outside Company means (a) a Subsidiary of the Borrower (and not of any Portfolio Company) acquired pursuant to a Permitted Ineligible Acquisition, together with any Subsidiaries of such Subsidiary and any Acquisition Subsidiary formed to consummate such Permitted Ineligible Acquisition, or (ii) a company in which the Borrower has an ownership interest that was previously a Portfolio Company and has been reclassified as an Outside Company in connection with the consummation of a transaction of the type described in Section 7.05(b).

Examples of Outside Company in a sentence

• It is the intent of the parties hereto that the Employee's agreement to not disclose or use any confidential or secret information made known by the Outside Company is for the benefit of the Outside Company, as well as, the Company, and the Outside Company may use whatever remedy is available to it for the enforcement of this provision.

• With respect to any "for-profit" Outside Company, this extension is sub-limited to 50% of the Limit of Liability per Claim and in the aggregate for the Policy Period unless specified otherwise in the Schedule.

• Immediately upon the receipt by the Borrower or any Subsidiary (other than any Subsidiary Outside Company) of the Net Cash Proceeds of any Equity Issuance, the Borrower shall prepay the Loans and/or Cash Collateralize the L/C Obligations as hereafter provided in an aggregate amount equal to 100% of such Net Cash Proceeds, but only to the extent such Net Cash Proceeds (A) exceed $250,000 in the aggregate in any fiscal year of the Borrower and (B) are subject to application under Section 2.05(b)(v).

• However, unless specifically included by endorsement to this Policy, in no case shall Outside Company include any (a) Financial Services Provider, or (b) Company whose shares or other securities or derivatives thereof are publicly traded in the United States of America.

• No such person provides non-public information to Fiduciary Trust about the Outside Company with which he or she is affiliated, nor is such person involved in investment decisions for Fiduciary Trust clients regarding securities issued by such Outside Company.

• Any Director or Officer or any employee of the Company who is or was acting or will act in the capacity as a Director or Officer of an Outside Company at the Company´s specific direction and request.

• Coverage under this extension shall be specifically in excess of any indemnification provided by the Outside Company and any insurance coverage afforded to an Outside Company or its Directors and Officers applicable to such Claim and shall be subject to all rights of recovery available to the Outside Director against any third party to this Policy, including the Outside Company, its Directors or Officers and the respective insurers of any such third party.

• For the avoidance of doubt, the Company shall have no rights in such intellectual property that is (i) is developed as a result of a program of research financed, in whole or in part, by funds under the control of the University or any Outside Company, or (ii) arises directly in connection with, or as an extension of, research conducted by, in, or under the direction of the laboratories of the University or of any Outside Company, assuming in both cases that Company resources are not used.

• If agreement is not signed, company will be referred to as Outside Company.

• Subject to the achievement of certain objectives that the Managers may establish in their discretion, the Employee shall be eligible to receive an annual bonus to be paid in cash or in options to purchase stock of the Company or of an Outside Company (“Bonus”) which Bonus shall be determined by the Managers in their sole discretion.