Single Purpose Subsidiary definition

Single Purpose Subsidiary of any Person means a Subsidiary of such Person which has no Subsidiaries other than Unrestricted Subsidiaries and the activities of which are limited to (i) ownership of all or a portion of the interests in a single project constituting one or more Permitted Businesses, either directly or through the ownership of the Capital Stock of another Person and (ii) the development, engineering, design, project management, construction or operation of such project.

Single Purpose Subsidiary means as to any Person, a Subsidiary of such Person the activities of which, including its Subsidiaries and partnerships or other entities owned, or the management of which are otherwise controlled, directly or indirectly through one or more intermediaries, or both, by such Single Purpose Subsidiary, are limited to (a) ownership of all or a portion of the interests in a single project constituting one or more Permitted Businesses, either directly or through the ownership of the Capital Stock of another Person, and (b) the development, engineering, design, project management, construction or operation of such project; ICF Xxxxxx Brazil Holdings, ICF Xxxxxx Participacoes Ltda., and IESA shall be deemed to be Single Purpose Subsidiaries for all purposes hereunder.

Single Purpose Subsidiary means at any date any Subsidiary of a Borrower (other than a Foreign Subsidiary) (i) that has been established for the sole purpose of, and does not engage in any business or conduct any activities other than, the development, production, financing, acquisition, distribution or exploitation of any one Film or slate or group of Films or any Film Related Asset and (ii) that has no Debt or other obligation that (x) is Guaranteed or otherwise supported by either Borrower or any other Subsidiary (other than any other Single Purpose Subsidiary), other than as a result of Clawback Obligations incurred by either Borrower or such other Subsidiary with respect to such Single Purpose Subsidiary or (y) subjects any asset of either Borrower or any other Subsidiary (other than any other Single Purpose Subsidiary) directly or indirectly, contingently or otherwise, to the satisfaction of such Debt or obligation thereof, except as a result of the satisfaction of Clawback Obligations incurred by either Borrower or such other Subsidiary with respect to such Single Purpose Subsidiary.

Examples of Single Purpose Subsidiary in a sentence

• Subject to the terms and conditions of this Agreement, Lender shall from time to time make Loans to Borrower, each such Loan in an amount of up to 70% (an “Advance Rate”) of the purchase price that the applicable Single Purpose Subsidiary (as defined below) is obligated to pay pursuant to an Eligible Purchase Contract (as defined below) (each such Loan, a “Purchase Contract Loan”).

• Lender may, from time to time, adjust the Advance Rate, in its Good Faith Business Judgment, upon notice to NNN OP, based on changes in risk factors or other issues or factors relating to any Eligible Purchase Contract, Eligible Property, Single-Purpose Subsidiary or Borrower; provided that the Advance Rate shall not be reduced below 65% of the purchase price that the applicable Single Purpose Subsidiary is obligated to pay pursuant to an Eligible Purchase Contract.

• Lender may, from time to time, adjust the Advance Rate, in its Good Faith Business Judgment, upon notice to the Borrower, based on changes in risk factors or other issues or factors relating to any Eligible Purchase Contract, Eligible Property, Single-Purpose Subsidiary or Borrower; provided that the Advance Rate shall not be reduced below 65% of the purchase price that the applicable Single Purpose Subsidiary is obligated to pay pursuant to an Eligible Purchase Contract.

• Subject to the terms and conditions of this Agreement, Lender shall from time to time before the Purchase Contract Loans Maturity Date make Loans to Borrower, each such Loan in an amount of up to 70% (an “Advance Rate”) of the purchase price that the applicable Single Purpose Subsidiary (as defined below) of NNN OP is obligated to pay pursuant to an Eligible Purchase Contract (as defined below) (each such Loan, a “Purchase Contract Loan”).

More Definitions of Single Purpose Subsidiary

Single Purpose Subsidiary means, (i) with respect to a company other than Modiv, a wholly-owned subsidiary of such company that will only own and operate one Eligible Property and engage in no other business, or (ii) with respect to Modiv, a wholly-owned subsidiary of Modiv obtained in the ordinary course of business during 2020 for purposes of the expansion of Modiv’s advisory services or for tax purposes.

Single Purpose Subsidiary means at any date any Subsidiary of a Borrower (other than a Foreign Subsidiary) (i) that has been established for the sole purpose of, and does not engage in any business or conduct any activities other than, the development, production, financing, acquisition, distribution or exploitation of any one Film or slate of Films (other than Films that are Library Films determined for this purpose solely at the time of transfer thereof to such Subsidiary) or any Film Related Asset and (ii) no Debt or other obligation of which Subsidiary is Guaranteed or otherwise supported by either Borrower or any other Subsidiary (other than any other Single Purpose Subsidiary) or subjects any asset of either Borrower or any other Subsidiary (other than any other Single Purpose Subsidiary) directly or indirectly, contingently or otherwise, to the satisfaction thereof.

Single Purpose Subsidiary means a wholly-owned subsidiary of Rich Uncles NNN Operating Partnership, LP that will only own and operate one Eligible Property and engage in no other business.

Single Purpose Subsidiary means at any date any Subsidiary of the Borrower (other than a Foreign Subsidiary) (i) that has been established for the sole purpose of, and does not engage in any business or conduct any activities other than, the development, production, financing, acquisition, distribution, exploitation of any one Film or slate of Films (other than Films that are Library Films determined for this purpose solely at the time of transfer thereof to such Subsidiary) or any Film Related Asset and (ii) no Debt of which Subsidiary is Guaranteed or otherwise supported by the Borrower or any other Subsidiary (other than any other Single Purpose Subsidiary) or subjects any asset of the Borrower or any other Subsidiary (other than any other Single Purpose Subsidiary) directly or indirectly, contingently or otherwise, to the satisfaction thereof.

Single Purpose Subsidiary means any Subsidiary of the Borrower established for the sole purpose of acquiring, constructing, owning, operating or financing one or more Facilities or other Capital Assets, the acquisition or construction of which is being or was financed with the proceeds of Non-Recourse Debt secured by such Facilities or Capital Assets; PROVIDED that such Subsidiary shall cease to be a Single Purpose Subsidiary when such Non-Recourse Debt is paid in full.

Single Purpose Subsidiary shall have the meaning for such term set forth in the Schedule to Loan and Security Agreement annexed hereto.

Single Purpose Subsidiary means a wholly-owned subsidiary of OP LP that will only own and operate one Eligible Property and engage in no other business.