Permitted Subsidiary Debt definition

Permitted Subsidiary Debt means, with respect to any Subsidiary of Borrower (without duplication):
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Permitted Subsidiary Debt means (i) Debt of any Subsidiary under any Loan Document, (ii) Debt of any Subsidiary to any Credit Party, (iii) Guarantees by the Company of any Debt of any Subsidiary and (iv) unsecured trade accounts payable and other unsecured current Debt incurred in the ordinary course of business and not more than 120 days past due (but excluding any Debt for borrowed money).
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Permitted Subsidiary Debt means (i) Debt owing to the Borrower, (ii) Debt owing to any other Restricted Subsidiary which is party to a Subordination Agreement, (iii) Debt owing under this Agreement, (iv) Debt owing under the TD Credit Agreement and the Secured Swap Obligations, (v) Debt owing under the capital leases in existence on the Effective Date, (vi) Debt owing under the Master Leasing Agreement dated September 30, 2005 between the Borrower and Citibank Canada in existence on the Effective Date and (vii) Debt owing under a Permitted New Financing.
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Examples of Permitted Subsidiary Debt in a sentence

  • Permit Subsidiaries of Holdings to create, issue, incur, assume, become liable in respect of or suffer to exist any Debt (other than Permitted Subsidiary Debt) in an aggregate principal amount exceeding $50,000,000 outstanding at any time.

  • Maintain record and beneficial ownership, directly or indirectly, of all of the Capital Stock of Orion Power MidWest, Orion Power New York and each of its other Material Subsidiaries, subject only to any pledges of equity interests in connection with the Orion Power MidWest Credit Facility, the Orion Power New York Credit Facility, and/or any other agreement or instrument evidencing Permitted Subsidiary Debt and the rights of the pledgees under such pledges.

  • The Borrower shall not permit any of its Subsidiaries to create, incur or assume any Debt other than Permitted Subsidiary Debt.

  • Set forth on Schedule 5.01(s), as supplemented from time to time pursuant to Section 6.01(n), is a complete and accurate list of all Material Project Documents, Tax Equity Documents and Permitted Subsidiary Debt Documents, and amendments and modifications thereto.

  • The Borrower shall cause each Subsidiary (other than SREC Subsidiaries) to distribute all available cash to the Borrower as soon as permitted under the terms of the Material Project Documents, Tax Equity Documents and the Permitted Subsidiary Debt Documents.

  • The Borrower shall notify the Lenders in writing promptly after the formation or acquisition of any Subsidiary after the Closing Date and deliver to the Lenders complete and correct copies of all Material Project Documents, Tax Equity Documents or Permitted Subsidiary Debt Documents to which such Subsidiaries are or become a party, together with a supplement to Schedule 5.01(s) describing such additional Material Project Documents and other documents.

  • The Lenders shall have received copies of all Permitted Subsidiary Debt Documents, Tax Equity Documents and Material Project Documents, in each case as in effect on the Closing Date and together with all amendments and supplements thereto.


More Definitions of Permitted Subsidiary Debt

Permitted Subsidiary Debt means (a) Indebtedness under the Volta Facility, (b) Indebtedness issued pursuant to that certain Note Purchase Agreement, dated as of June 4, 2018 (as amended, amended and restated, supplemented or otherwise modified in accordance with the terms thereof and in compliance with Section 6.02(k)), by and among Vivint Solar Financing V, LLC, a Delaware limited liability company, Credit Suisse Securities (USA) LLC, Citigroup Global Markets, Inc., Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, Deutsche Bank Securities Inc. and SunTrust Xxxxxxxx Xxxxxxxx, Inc. and subject to that certain Indenture, dated as of June 11, 2018 (as amended, amended and restated, supplemented or otherwise modified in accordance with the terms thereof and in compliance with Section 6.02(k)), by and between Vivint Solar Financing V, LLC and Xxxxx Fargo Bank, National Association, (c) Indebtedness under the Xxxxxx Facility, (d) Indebtedness issued pursuant to that certain Note Purchase Agreement, dated as of June 11, 2018 (as amended, amended and restated, supplemented or otherwise modified in accordance with the terms thereof and in compliance with Section 6.02(k)), by and between Vivint Solar Financing IV, LLC, a Delaware limited liability company, and GIFS Capital Company, LLC and subject to that certain Indenture, dated as of June 11, 2018 (as amended, amended and restated, supplemented or otherwise modified in accordance with the terms thereof and in compliance with Section 6.02(k)), by and between Vivint Solar Financing IV, LLC and Xxxxx Fargo Bank, National Association, and (e) any other any Indebtedness of a Subsidiary of the Borrower that satisfies the following criteria: (i) such Indebtedness must have a Weighted Average Life to Maturity and a scheduled maturity date no earlier than the Stated Maturity Date, (ii) after giving pro forma effect to the Indebtedness and any required mandatory prepayment with the proceeds of such Indebtedness required hereunder, the LTV Conditions are satisfied, (iii) at the time of incurrence 737240988 thereof, no Default or Event of Default shall have occurred and be continuing or would result therefrom, and (iv) such refinancing shall be Non-Recourse.
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Permitted Subsidiary Debt means (i) Debt of any Subsidiary under any Loan Document, (ii) Debt of any Subsidiary to any Credit Party, (iii) Guarantees by the Company of any Debt of any Subsidiary, (iv) Debt consisting of BMS Intercompany Debt or Refinancing Debt and any Guarantee thereof, (v) the Promissory Note dated January 31, 2009 issued by Xxxx Xxxxxxx Nutrition Venezuela S.C.A. to Xxxxxxx-Xxxxx de Venezuela S.C.A., in the principal amount of Bs.F. 12,370,550 and (vi) unsecured trade accounts payable and other unsecured current Debt incurred in the ordinary course of business and not more than 120 days past due (but excluding any Debt for borrowed money).
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Related to Permitted Subsidiary Debt

  • Permitted Subsidiary Indebtedness means any of the following:

  • Unrestricted Subsidiary Indebtedness of any Unrestricted Subsidiary means Indebtedness of such Unrestricted Subsidiary

  • 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.

  • Excluded Subsidiaries means any Subsidiary of any Holding Company that is not itself a Holding Company or the Borrower and that is: (a) listed on Schedule 1.02 as of the Closing Date; (b) a CFC or a CFC Holding Company; (c) any not-for-profit Subsidiary; (d) a Joint Venture or a Subsidiary that is not otherwise a wholly-owned Restricted Subsidiary; (e) an Immaterial Subsidiary; (f) an Unrestricted Subsidiary; (g) a Captive Insurance Subsidiary or other special purpose entity; (h) prohibited by any applicable Requirement of Law or contractual obligation from guaranteeing or granting Liens to secure any of the Secured Obligations or with respect to which any consent, approval, license or authorization from any Governmental Authority would be required for the provision of any such guaranty (but in the case of such guaranty being prohibited due to a contractual obligation, such contractual obligation shall have been in place at the Closing Date or at the time such Subsidiary became a Subsidiary and is not created in contemplation of or in connection with such Person becoming a Subsidiary); provided that each such Restricted Subsidiary shall cease to be an Excluded Subsidiary solely pursuant to this clause (h) if such consent, approval, license or authorization has been obtained (it being understood and agreed that no Loan Party or Restricted Subsidiary shall be required to seek any such consent, approval, license or authorization); (i) with respect to which the Borrower (in consultation with the Administrative Agent) reasonably determines that guaranteeing or granting Liens to secure any of the Secured Obligations would result in material adverse tax consequences; (j) with respect to which the Borrower and the Administrative Agent reasonably agree that the cost and/or burden of providing a guaranty of the Secured Obligations outweighs the benefits to the Lenders; (k) a direct or indirect Subsidiary of an Excluded Subsidiary; (l) a Securitization Subsidiary; (m) organized or incorporated outside of the United States or any state, province, territory or jurisdiction thereof, (n) [reserved] and (o) any Restricted Subsidiary acquired pursuant to a Permitted Acquisition or other permitted Investment that, at the time of such Permitted Acquisition or other permitted Investment, has assumed secured Indebtedness permitted hereunder and not incurred in contemplation of such Permitted Acquisition or other Investment and each Restricted Subsidiary that is a Subsidiary thereof that guarantees such Indebtedness, in each case to the extent (and solely for so long as) such secured Indebtedness prohibits such Restricted Subsidiary from becoming a Guarantor (provided that each such Subsidiary shall cease to be an Excluded Subsidiary under this clause (o) if such secured Indebtedness is repaid or becomes unsecured, if such Restricted Subsidiary ceases to be an obligor with respect to such secured Indebtedness or such prohibition no longer exists, as applicable).

  • Wholly-Owned Consolidated Subsidiary means any Consolidated Subsidiary all of the shares of capital stock or other ownership interests of which (except directors' qualifying shares) are at the time directly or indirectly owned by the Borrower.

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

  • Permitted Subordinated Indebtedness means Indebtedness incurred after the Closing Date by the Borrower or the Subsidiaries that is (i) subordinated to the Obligations and all other Indebtedness owing from the Borrower or the Subsidiaries to the Lender pursuant to a written subordination agreement satisfactory to the Lender in its sole discretion and (ii) in an amount and on terms approved by the Lender in its sole discretion.

  • Permitted Acquisition Indebtedness means Indebtedness (including Disqualified Stock) of the Company or any of the Restricted Subsidiaries to the extent such Indebtedness was Indebtedness:

  • Other Permitted Indebtedness means (a) accrued expenses and current trade accounts payable incurred in the ordinary course of the Borrower’s business which are not overdue for a period of more than 90 days or which are being contested in good faith by appropriate proceedings, (b) Indebtedness (other than Indebtedness for borrowed money) arising in connection with transactions in the ordinary course of the Borrower’s business in connection with its securities transactions, derivatives transactions, reverse repurchase agreements or dollar rolls to the extent such transactions are permitted under the Investment Company Act and the Borrower’s Investment Policies (after giving effect to any Permitted Policy Amendments), provided that such Indebtedness does not arise in connection with the purchase of Portfolio Investments other than Cash Equivalents and U.S. Government Securities and (c) Indebtedness in respect of judgments or awards that have been in force for less than the applicable period for taking an appeal so long as such judgments or awards do not constitute an Event of Default under clause (l) of Article VII.

  • Excluded Indebtedness means all Indebtedness not incurred in violation of Section 6.01.

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

  • Domestic Subsidiaries means all Subsidiaries incorporated or organized under the laws of the United States of America, any State thereof or the District of Columbia.

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

  • Restricted Indebtedness means Indebtedness of Holdings, the Borrower or any Subsidiary, the payment, prepayment, repurchase or defeasance of which is restricted under Section 6.09(b).

  • Immaterial Domestic Subsidiary means any Domestic Subsidiary that is not a Material Domestic Subsidiary.

  • Nonrecourse Indebtedness means, with respect to a Person, Indebtedness for borrowed money in respect of which recourse for payment (except for customary exceptions for fraud, misapplication of funds, environmental indemnities, voluntary bankruptcy, collusive involuntary bankruptcy and other similar customary exceptions to nonrecourse liability) is contractually limited to specific assets of such Person encumbered by a Lien securing such Indebtedness.

  • Permitted Indebtedness means, without duplication, each of the following:

  • Immaterial Subsidiaries means those Subsidiaries of the Borrower that are “designated” as Immaterial Subsidiaries by the Borrower from time to time (it being understood that the Borrower may at any time change any such designation); provided that such designated Immaterial Subsidiaries shall collectively meet all of the following criteria as of the date of the most recent balance sheet required to be delivered pursuant to Section 5.01: (a) the aggregate assets of such Subsidiaries and their Subsidiaries (on a consolidated basis) as of such date do not exceed an amount equal to 3% of the consolidated assets of the Borrower and its Subsidiaries as of such date; and (b) the aggregate revenues of such Subsidiaries and their Subsidiaries (on a consolidated basis) for the fiscal quarter ending on such date do not exceed an amount equal to 3% of the consolidated revenues of the Borrower and its Subsidiaries for such period.

  • Permitted Financial Indebtedness means Financial Indebtedness:

  • Recourse Indebtedness means Indebtedness that is not Non-Recourse Indebtedness; provided that personal recourse for Customary Recourse Exceptions shall not, by itself, cause such Indebtedness to be characterized as Recourse Indebtedness.

  • Specified Subsidiaries means any of (i) Intermediate, (ii) Dell, (iii) Denali Finance, (iv) Dell International (until such time as the MD Stockholders and the SLP Stockholders otherwise agree), (v) EMC, (vi) any successors and assigns of any of Intermediate, Dell, Denali Finance, Dell International (until such time as the MD Stockholders and the SLP Stockholders otherwise agree) and EMC, (vii) any other borrowers under the senior secured indebtedness and/or issuer of the debt securities, in each case, incurred or issued to finance the Merger and the transactions contemplated thereby and by the related transactions entered into in connection therewith and (viii) each intermediate entity or Subsidiary between the Corporation and any of the foregoing.

  • Qualified Subsidiary means any direct or indirect Domestic Subsidiary or Eligible Foreign Subsidiary.

  • Consolidated First Lien Indebtedness means Consolidated Indebtedness that is secured by a first priority Lien (other than Permitted Liens) on assets of any Borrower or Restricted Subsidiary.

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

  • SBIC Subsidiary means any Subsidiary of the Borrower (or such Subsidiary’s general partner or manager entity) that is (x) either (i) a “small business investment company” licensed by the SBA (or that has applied for such a license and is actively pursuing the granting thereof by appropriate proceedings promptly instituted and diligently conducted) under the Small Business Investment Act of 1958, as amended, or (ii) any wholly-owned, direct or indirect, Subsidiary of an entity referred to in clause (x)(i) of this definition, and (y) designated in writing by the Borrower (as provided below) as an SBIC Subsidiary, so long as:

  • Consolidated Restricted Subsidiaries means any Restricted Subsidiaries that are Consolidated Subsidiaries.