Permitted Intercompany Transaction means (a) a merger or consolidation solely of one or more Subsidiaries of ESI (provided that, (x) if one of such Subsidiaries is a Loan Party, the result of such merger or consolidation is that the surviving entity is a Loan Party, (y) if one of the Subsidiaries is a Restricted Subsidiary, the result of such merger or consolidation is that the surviving entity is a Restricted Subsidiary and (z) if one of such Subsidiaries is an Additional Borrower, the result of such merger or consolidation is that the surviving entity is an Additional Borrower); (b) a transaction consisting of the acquisition (which may, without limitation, occur through the liquidation and/or dissolution of a Subsidiary) of (i) all or substantially all of the Equity Interests of any Subsidiary of ESI, (ii) all or substantially all of the assets of any Subsidiary of the Borrowers or (iii) all or substantially all of the assets constituting the business of a division, branch or other unit operation of any Subsidiary of the Borrowers, in each case, by any one or more Loan Parties (provided, that if the transaction consists of the acquisition of the Equity Interests, assets or business of a division, branch or other unit or operation of an Additional Borrower, the acquiring party shall be either a Borrower or an Additional Borrower); (c) a transaction consisting of the acquisition (which may, without limitation, occur through the liquidation and/or dissolution of such Subsidiary) of (i) all or substantially all of the Equity Interests of any Subsidiary of the Borrowers that is not a Loan Party, (ii) all or substantially all of the assets of any Subsidiary of the Borrowers that is not a Loan Party, (iii) all or substantially all of the assets constituting the business of a division, branch or other unit operation of any Subsidiary of the Borrowers that is not a Loan Party or (iv) any other similar intercompany transaction by any one or more Subsidiaries of the Borrowers that is consented to by the Administrative Agent and is not materially adverse to the Lenders as reasonably determined by the Administrative Agent in its sole discretion; provided that, (x) if the transaction consists of the acquisition of Equity Interests, assets or business of a division, branch or other unit or operation of a Subsidiary that is a Restricted Subsidiary, the acquiring party shall be a Borrower, an Additional Borrower or a Restricted Subsidiary and (y) after giving effect to any transaction described in clause...
Permitted Intercompany Transaction has the meaning set forth in Section 8.8.
Permitted Intercompany Transaction. Means any transaction or arrangement solely between the Trust and one or more of its direct or indirect wholly-owned subsidiaries, or between one or more such direct or indirect wholly-owned subsidiaries, including any instrument evidencing such transaction or arrangement (such as, but without limitation, an intercompany loan or lease).
Examples of Permitted Intercompany Transaction in a sentence
Except in connection with a Permitted Acquisition or a Permitted Intercompany Transaction, (i) merge with any Person, (ii) consolidate with any Person, (iii) acquire all or substantially all of the Stock or Stock Equivalents of any Person or (iv) acquire all or substantially all of the assets of any Person or all or substantially all of the assets constituting the business of a division, branch or other unit operation of any Person.
More Definitions of Permitted Intercompany Transaction
Permitted Intercompany Transaction means (a) a merger or consolidation solely of one or more Subsidiaries of the US Borrower (provided that if one of such Subsidiaries is a Loan Party, the result of such merger or consolidation is that the surviving entity is a Loan Party), (b) a transaction
Permitted Intercompany Transaction means those intercompany transactions within CF Holdings’ consolidated group that are contemplated by CF Holdings as of the Issue Date as part of an ongoing internal reorganization plan, including transfers of intercompany notes among the Company and the Guarantors, on the one hand, and other Subsidiaries of CF Holdings that are not Guarantors, on the other hand; provided that, in each case, the Company certifies, pursuant to an Officers Certificate delivered to the Trustee, such transaction (a) would constitute a “Permitted Transaction” (as defined in the Credit Agreement as in effect on the Issue Date) and (b) such “Permitted Transaction” is permitted under the Credit Agreement (as in effect on the Issue Date).
Permitted Intercompany Transaction means (a) a merger or consolidation solely of one or more Subsidiaries of ESI ( provided that,(x) if one of such Subsidiaries is a Loan Party, the result of such merger or consolidation is that the surviving entity is a Loan Party, (y) if one of the Subsidiaries is a Restricted Subsidiary, the result of such merger or consolidation is that the surviving entity is a Restricted Subsidiary and (z) if one of such Subsidiaries is an Additional Borrower, the result of such merger or consolidation is that the surviving entity is an Additional Borrower); (b) a transaction consisting of the acquisition (which may, without limitation, occur through the liquidation and/or dissolution of a Subsidiary) of (i) all or substantially all of the Equity Interests of any Subsidiary of ESI, (ii) all or substantially all of the assets of any Subsidiary of the Borrowers or (iii) all or substantially all of the assets constituting the business of a division, branch or other unit operation of any Subsidiary of the Borrowers, in each case, by any one or more Loan Parties (provided, that if the transaction consists of the acquisition of the Equity Interests, assets or business of a division, branch or other unit or operation of an Additional Borrower, the acquiring party shall be either a Borrower or an Additional Borrower); (c) a transaction consisting of the acquisition (which may, without limitation, occur through the liquidation and/or dissolution of such Subsidiary) of (i) all or substantially all of the Equity Interests of any Subsidiary of the Borrowers that is not a Loan Party, (ii) all or substantially all of the assets of any Subsidiary of the Borrowers that is not a Loan Party, (iii) all or substantially all of the assets constituting the business of a division, branch or other unit operation of any Subsidiary of the Borrowers that is not a Loan Party or (iv) any other similar intercompany transaction by any one or more Subsidiaries of the Borrowers that is consented to by the Administrative Agent and is not materially adverse to the Lenders as reasonably determined by the Administrative Agent in its sole discretion; provided that, (x) if the transaction consists of the acquisition of Equity Interests, assets or business of a division, branch or other unit or operation of a Subsidiary that is a Restricted Subsidiary, the acquiring party shall be a Borrower, an Additional Borrower or a Restricted Subsidiary and (y) after giving effect to any transaction described in clause...
Permitted Intercompany Transaction appearing in Section 1.01 (Defined Terms) of the Credit Agreement is hereby amended by inserting the phrase “and Schedule 7.04(f) (HFE Restructuring)” immediately after the phrase “Schedule 7.04(b) (Restructured Foreign Subsidiaries)” in clause (e)(i) thereof.
Permitted Intercompany Transaction means transactions by and among the Borrower and its Affiliates and Subsidiaries including, but not limited to, payments and collections of debit/credit notes, transfers of assets, royalties, license fees, technology transfer fees, management fees, and payments related to tax compliance and other such transactions, in the ordinary course of business for trade, intercompany loans, advances for Permitted Acquisitions and related deferred acquisition payments, acquisition notes, Earnouts and acquisition escrow payments, and transactions that are required to repatriate cash including, but not limited to, dividend distributions, capital contributions and the sale of assets by the Borrower or any Domestic Subsidiary to any Foreign Subsidiary for consideration equal to the fair market value of such asset.
Permitted Intercompany Transaction shall have the meaning given thereto in the Credit Agreement.