Purchaser Material Subsidiaries definition

Purchaser Material Subsidiaries means Endeavour Gold Corporation, Endeavour Resources Inc., Ity Holdings, Sociéte des Mines d’Ity S.A., Société des Mines de Daapleu SA, Keyman Investment S.A., Avion Gold Corporation, Houndé Holdings, Houndé Gold Operation SA, Semafo (Barbados) Limited, Semafo Burkina Faso S.A., Semafo Boungou S.A., and Bouéré Dohoun Gold Operation SA;
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Purchaser Material Subsidiaries means Mogo Finance Technology Inc., Mogo Financial Inc., Mogo Mortgage Technology Inc. and Mogo Blockchain Technology Inc.
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Purchaser Material Subsidiaries means Cadia Holdings Pty Limited, Lihir Gold Limited, Newcrest PNG 2 Limited and Newcrest Red Cxxxx Mining Limited;
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Examples of Purchaser Material Subsidiaries in a sentence

  • No Return of the Purchaser or the Purchaser Material Subsidiaries, to the knowledge of the Purchaser, is under investigation, review, audit or examination by any taxing authority with respect to any Taxes, and no written notice of any investigation, review, audit or examination by any taxing authority has been received by the Purchaser or the Purchaser Material Subsidiaries with respect to any Taxes that would have a Purchaser Material Adverse Effect.

  • Section 6.1(a)(ii) of the Purchaser Disclosure Schedule contains a correct and complete list of each jurisdiction where Purchaser and each of the Purchaser Material Subsidiaries is organized and qualified to do business.

  • There are no consents or waivers required from any party under any Purchaser Material Contract to which the Purchaser or the Purchaser Material Subsidiaries are a party in order for the Purchaser to proceed with the completion of the transactions contemplated by this Agreement and the Arrangement.

  • Purchaser's and the Purchaser Material Subsidiaries' certificates of incorporation and by-laws (or comparable documents) so made available are in full force and effect, and neither Purchaser nor any of its Subsidiaries is in default or violation of any provisions of its respective certificate of incorporation or by-laws except for such defaults or violations which, when taken together with all other such defaults or violations, would not reasonably be expected to have a Purchaser Material Adverse Effect.

  • No material dispute between the Purchaser or any of its Purchaser Material Subsidiaries and any non-governmental organization, community, community group, or Indigenous Group exists or, to the knowledge of the Purchaser, is threatened with respect to any of the Purchaser’s or any of its Purchaser Material Subsidiaries’ properties or operations.

  • The Purchaser and each of the Purchaser Material Subsidiaries is a corporation duly incorporated or an entity duly created and validly existing under all applicable Laws of its jurisdiction of incorporation, continuance or creation and has all necessary corporate power and capacity to own its property and assets as now owned and to carry on its business as it is now being conducted.

  • Neither the Purchaser nor any of the Purchaser Material Subsidiaries has sought protection under the Bankruptcy and Insolvency Act (Canada), the Companies’ Creditors Arrangement Act (Canada) or similar legislation in Canada or foreign jurisdictions.

  • There are no Contracts, commitments, agreements, understandings, arrangements or restrictions which require any of the Purchaser Material Subsidiaries to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into, or exchangeable or exercisable for, any shares of its share capital or other ownership interests.

  • As of the date hereof, the Purchaser and the Purchaser Material Subsidiaries do not have any material suit, claim, action, charge, proceeding, including arbitration proceeding or alternative dispute resolution proceeding, or investigation pending against any other Person.

  • The only material subsidiaries of the Purchaser are the Purchaser Material Subsidiaries.


More Definitions of Purchaser Material Subsidiaries

Purchaser Material Subsidiaries means Xxxxx Xxxxx, Ltd., Atlantic Path 15, LLC, Lake Cogen Ltd., Auburndale Power Partners, L.P. and Xxxxxxxx Cogeneration Limited Partnership, Cadillac Renewable Energy, LLC, Idaho Wind Partners 1, LLC, Xxxxxxx Xxxxx Limited, L.P., Piedmont Green Power, LLC, Xxxxxxx Power Partners, L.P., Xxxxxxx Partners, LLC, Auburndale GP LLC and Epsilon Power Partners, LLC;
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Purchaser Material Subsidiaries means Mogo Finance Technology Inc., Mogo Financial Inc., Mogo Mortgage Technology Inc. and Mogo Blockchain Technology Inc. "Purchaser NCD Warrants" means the outstanding warrants to purchase Purchaser Shares issued to holders of debentures of certain Subsidiaries of the Purchaser. "Purchaser Options" means options to purchase Purchaser Shares. "Purchaser Postmedia Warrants" means the outstanding warrants to purchase Purchaser Shares issued to Postmedia Network Inc. "Purchaser Public Record" has the meaning specified in Section (i) of Schedule E. "Purchaser Real Property" has the meaning specified in Section (l) of Schedule E. "Purchaser RSU Plan" means the restricted share unit plan of the Company effective June 25, 2015, as amended. "Purchaser RSUs" means restricted share units of the Purchaser pursuant to the Purchaser RSU Plan. "Purchaser Securityholders" means the holders of securities of the Purchaser. "Purchaser Share" means a fully paid common share in the capital of the Purchaser. "Purchaser Shareholder Approval" means approval by the requisite majority of Purchaser Shareholders of the Purchaser Shareholder Resolution. "Purchaser Shareholder Meeting" means a meeting of Purchaser Shareholders, Shareholders, which may be, at the discretion of the Purchaser, a special meeting or an annual general and special meeting, including any adjournment or postponement of such meeting, to be called and held to consider the Purchaser Shareholder Resolution. “Purchaser Shareholder Resolution” means the resolution(s) of Purchaser Shareholders approving the issuance of the Purchaser Shares under the Arrangement in accordance with Section 611(c) of the TSX Company Manual and presented at the Purchaser Shareholder Meeting. "Purchaser Shareholders" means the registered or beneficial holders of Purchaser Shares, as the context requires. "Purchaser Stock Option Plans" means the amended and restated stock option plan of the Purchaser dated June 13, 2013 and the stock option plan of the Purchaser dated June 21, 2019, each as may be amended, restated or supplemented from time to time. "Purchaser Warrant Indenture" means the warrant indenture dated October 7, 2020 between the Purchaser and Computershare Trust Company of Canada, as may be amended, restated or supplemented from time to time. "Purchaser's Constating Documents" means the notice of articles, articles and all amendments to such articles (or, in each case, the equivalent), and all other constating documents of the ...
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Purchaser Material Subsidiaries means CUR Spinco Blocker, Inc., Premier Uranium, Inc. and Premier Uranium LLC.
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Purchaser Material Subsidiaries means Precision Drilling Canada Limited Partnership, Precision Limited Partnership, Precision Diversified Oilfield Services Corp., Precision Drilling (U.S.) Corporation, Grey Wolf Drilling Limited, Grey Wolf Drilling (Barbados) Ltd., Precision Drilling Holdings Company, Precision Completions & Production Services Ltd. and Precision Drilling Company, LP;
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Purchaser Material Subsidiaries means Xxxxxxxx Lake Gold Inc., Crocodile Gold Inc., Newmarket NT Holdings, Newmarket Victoria Holdings, Fosterville Gold Mine Pty;
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Purchaser Material Subsidiaries means MPB Acquisition Corp. and GH Group, Inc.
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Related to Purchaser Material 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.

  • 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.

  • Principal Subsidiaries means any subsidiary of the Guarantor whose total assets, as shown by the accounts of such subsidiary (consolidated in the case of a subsidiary which itself has subsidiaries), based upon which the latest audited consolidated accounts of the Group have been prepared, is at least 20 per cent. of the total assets of the Group as shown by such audited consolidated accounts, provided that if any such subsidiary (the “transferor”) shall at any time transfer the whole or a substantial part of its business, undertaking or assets to another subsidiary of the Guarantor or to the Guarantor itself (the “transferee”) then:

  • Non-Material Subsidiary means, at any date of determination, any Subsidiary of Holdings that is not a Material 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).

  • 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.”

  • Acquired Subsidiaries means Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

  • Material Subsidiary means any Subsidiary that is not an Immaterial Subsidiary.

  • 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.

  • Subsidiaries means any corporation or other organization, whether incorporated or unincorporated, in which the Company owns, directly or indirectly, any equity or other ownership interest.

  • Transferred Subsidiaries shall have the meaning set forth in the Recitals.

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Parent Subsidiaries means the Subsidiaries of Parent.

  • Canadian Subsidiaries means the Subsidiaries organized under the laws of Canada or any province, territory or other political subdivision thereof.

  • Restricted Subsidiaries means the Subsidiaries of the Borrower other than the Unrestricted Subsidiaries.

  • Guarantor Subsidiaries has the meaning set forth in the Recitals to this Agreement.

  • U.S. Subsidiaries means all such Subsidiaries.

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

  • Retained Subsidiaries means all of the direct and indirect Subsidiaries of Seller other than the Purchased Subsidiaries.

  • 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.

  • 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.

  • Inactive Subsidiaries means those Subsidiaries of the Borrower listed on Schedule 1.01.

  • Non-Guarantor Subsidiaries means, as of any date of determination, a collective reference to:

  • PRC Subsidiaries means all Company Subsidiaries organized under the Laws of the PRC.

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of SpinCo, after giving effect to the Reorganization.

  • Company Subsidiaries means the Subsidiaries of the Company.