Unrestricted Subsidiary Debt definition

Unrestricted Subsidiary Debt means, as to any Unrestricted Subsidiary of any Person, Debt of such Unrestricted Subsidiary (i) as to which neither such Person nor any Subsidiary of such Person is directly or indirectly liable (by virtue of such Person or any such Subsidiary being the primary obligor on, guarantor of, or otherwise liable in any respect to, such Debt), unless such liability constitutes Unrestricted Non-Recourse Debt and (ii) which, upon the occurrence of a default with respect thereto, does not result in, or permit any holder (other than the Company or any Subsidiary of the Company) of any Debt of such Person or any Subsidiary of such Person to declare, a default on such Debt of such Person or any Subsidiary of such Person or cause the payment thereof to be accelerated or payable prior to its stated maturity, unless, in the case of this clause (ii), such Debt constitutes Unrestricted Non-Recourse Debt.
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Unrestricted Subsidiary Debt means Indebtedness of any one or more Unrestricted Subsidiaries.
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Unrestricted Subsidiary Debt means, as to any Unrestricted Subsidiary of any Person, Debt of such Unrestricted Subsidiary (i) as to which neither such Person nor any Subsidiary of such Person is directly or indirectly liable (by virtue of such Person or any such Subsidiary being the primary obligor on, guarantor of, or otherwise liable in any respect to, such Debt), unless such liability constitutes Unrestricted Non-Recourse Debt and (ii) which, upon the occurrence of a default with respect thereto, does not result in, or permit any holder (other than the Borrower or any Subsidiary of the Borrower) of
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Examples of Unrestricted Subsidiary Debt in a sentence

  • The aggregate principal or face amount outstanding or that may become outstanding under each such arrangement is correctly described in said Part A of Schedule 3.14, and said Part A of Schedule 3.14 correctly indicates whether each such arrangement constitutes Unrestricted Subsidiary Debt Guaranteed by the Borrower or any Restricted Subsidiary.

  • The Borrower and its Restricted Subsidiaries shall not guarantee or otherwise become liable for or contingently liable for any Unrestricted Subsidiary Debt in excess, in aggregate, of Cdn.

  • Neither Borrower nor Guarantor nor any Subsidiary of Borrower or Guarantor will incur, become or remain liable for any Debt other than (a) the Obligations, (b) Subordinated Debt, (c) Unrestricted Subsidiary Debt in an aggregate amount outstanding at any time not to exceed $50,000,000 and (d) other Debt in an aggregate amount outstanding at any time not to exceed $1,000,000.

  • It is understood that there may be some dissatisfaction with the performance of the Media Commission by the IEC board.

  • Notwithstanding anything contained herein to the contrary, no default with respect to any Permitted Unrestricted Subsidiary Debt (including any rights that the holders thereof may have to take enforcement action against the Subsidiary obligated in respect of such Permitted Unrestricted Subsidiary Debt) would constitute a Potential Event of Default or Event of Default.

  • During the twelve months ended December 31, 2020, the Company paid $26,000 (Thirteen months ended December 31, 2019 - $19,500) for office rent to a company controlled by the Chief Executive Officer.

  • Notwithstanding anything contained herein to the contrary, no default with respect to any Permitted Unrestricted Subsidiary Debt (including any rights that the holders thereof may have to take enforcement action against the Subsidiary obligated in respect of such Permitted Unrestricted Subsidiary Debt) would constitute a Potential Default or Event of Default.

  • On July 10, 2002, NHTSA published a final rule implementing the early warning reporting (EWR) provisions ofthe Transportation Recall Enhancement, Accountability, and Documentation (TREAD) Act, 49 U.S.C. 30166(m).


More Definitions of Unrestricted Subsidiary Debt

Unrestricted Subsidiary Debt of any Unrestricted Subsidiary means Debt of such Unrestricted Subsidiary: (i) as to which neither the Company nor any Restricted Subsidiary is directly or indirectly liable (by virtue of the Company or any such Subsidiary being the primary obligor on, guarantor of, or otherwise liable in any respect to, such Debt), except Guaranteed Debt of the Company or any Restricted Subsidiary to any Affiliate, in which case (unless the incurrence of such Guaranteed Debt resulted in a Restricted Payment at the time of incurrence) the Company shall be deemed to have made a Restricted Payment equal to the principal amount of any such Debt to the extent guaranteed at the time such Subsidiary is designated an Unrestricted Subsidiary; and (ii) which, upon the occurrence of a default with respect to such Debt, does not result in, or permit any holder of any Debt of the Company or any Restricted Subsidiary to declare, a default on such Debt of the Company or any Restricted Subsidiary or cause the payment of such Debt to be accelerated or payable prior to its Stated Maturity; provided that notwithstanding the foregoing any Unrestricted Subsidiary may guarantee the Securities.
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Unrestricted Subsidiary Debt means any Debt of any Permitted Subsidiary for which neither Borrower nor Guarantor has any direct or indirect liability and as to which no properties or assets of Borrower or Guarantor serve as security.
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Unrestricted Subsidiary Debt means, at any time and from time to time, all of the obligations, indebtedness and liabilities (present or future, absolute or contingent, material or not) of Unrestricted Subsidiaries, howsoever and wheresoever arising.
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Unrestricted Subsidiary Debt. “Voting Stock” “Wholly Owned Restricted Subsidiary” Other Definitions. Compliance Certificates and Opinions. Form of Documents Delivered to Trustee. Acts of Holders. Notices, etc., to the Trustee, the Company and any Guarantor. Notice to Holders; Waiver. Conflict with Trust Indenture Act. Effect of Headings and Table of Contents. Successors and Assigns. Separability Clause. Benefits of Indenture. Governing Law. Legal Holidays. Independence of Covenants. Schedules and Exhibits. Counterparts. No Personal Liability of Directors, Officers, Employees and Stockholders. ARTICLE TWO SECURITY FORMS Section 201. Section 202. Section 203. Section 204. Forms Generally. Form of Face of Security. Form of Reverse of Securities. Form of Guarantee. ARTICLE THREE THE SECURITIES Section 301. Section 302. Section 303. Section 304. Section 305. Section 306. Section 307. Section 308. Section 309. Section 310. Section 311. Section 312. Section 313. Title and Terms. Denominations. Execution, Authentication, Delivery and Dating. Temporary Securities. Registration, Registration of Transfer and Exchange. Book Entry Provisions for Global Securities. Special Transfer and Exchange Provisions. Mutilated, Destroyed, Lost and Stolen Securities. Payment of Interest; Interest Rights Preserved. CUSIP Numbers etc. Persons Deemed Owners. Cancellation. Computation of Interest. ARTICLE FOUR DEFEASANCE AND COVENANT DEFEASANCE Section 401. Section 402. Section 403. Section 404. Company’s Option to Effect Defeasance or Covenant Defeasance. Defeasance and Discharge. Covenant Defeasance. Conditions to Defeasance or Covenant Defeasance. Section 405. Deposited Money and U.S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions. Section 406. Reinstatement.
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Unrestricted Subsidiary Debt means, at any time and from time to time, all of the obligations, indebtedness and liabilities (present or future, absolute or contingent, material or not) of Unrestricted Subsidiaries, howsoever and wheresoever arising, other than obligations owing to Nexen or any Restricted Subsidiary; provided that, with respect to contingent liabilities for performance obligations, in the determination of "Unrestricted Subsidiary Debt" there shall only be included therein the amount or amounts of such obligations currently required to be paid by Unrestricted Subsidiaries (for certainty, performance obligations shall not, for the purpose of this definition, include obligations for or in respect of indebtedness for borrowed money or any other obligation which would constitute "Debt" as defined herein if such obligation was incurred by Nexen or any Restricted Subsidiary as opposed to an Unrestricted Subsidiary).
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Related to Unrestricted Subsidiary Debt

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

  • Unrestricted Subsidiary means any Subsidiary of the Company that is designated by the Board of Directors as an Unrestricted Subsidiary pursuant to a Board Resolution, but only to the extent that such Subsidiary:

  • Unrestricted Subsidiaries means any Subsidiary of the Company that (a) shall have been designated as an “Unrestricted Subsidiary” in accordance with the provisions of Section 1.05 and (b) any Subsidiary of an Unrestricted Subsidiary; notwithstanding the foregoing, so long as a Subsidiary Borrower has Term Loans outstanding under this Agreement, such Subsidiary Borrower shall not be an Unrestricted Subsidiary.

  • Converted Unrestricted Subsidiary has the meaning specified in the definition of “Consolidated EBITDA.”

  • Permitted Subsidiary Indebtedness means any of the following:

  • Non-Restricted Subsidiary means any Subsidiary of the Company other than a Restricted Subsidiary.

  • Domestic Restricted Subsidiary means a Restricted Subsidiary incorporated or otherwise organized or existing under the laws of the United States, any state thereof or any territory or possession of the United States.

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

  • Foreign Restricted Subsidiary means any Restricted Subsidiary that is not organized under the laws of the United States of America or any State thereof or the District of Columbia.

  • Unrestricted Cash means cash or cash equivalents of the Borrower or any of its Subsidiaries that would not appear as “restricted” on a consolidated balance sheet of the Borrower or any of its Subsidiaries.

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

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

  • Significant Restricted Subsidiary means a Restricted Subsidiary that is a "significant subsidiary" as defined in Rule 1-02(w) of Regulation S-X under the Securities Act and the Exchange Act.

  • 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.

  • 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.

  • 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).

  • Converted Restricted Subsidiary has the meaning specified in the definition of “Consolidated EBITDA.”

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

  • Unrestricted Cash Amount means, as to any Person on any date of determination, the amount of (a) unrestricted Cash and Cash Equivalents of such Person whether or not held in an account pledged to the Collateral Agent and (b) Cash and Cash Equivalents of such Person restricted in favor of the Facilities (which may also include Cash and Cash Equivalents securing other Indebtedness secured by a Lien on any Collateral along with the Facilities), in each case as determined in accordance with GAAP; it being understood and agreed that proceeds subject to Escrow shall be deemed to constitute “restricted cash” for purposes of the Unrestricted Cash Amount.

  • 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.

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

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

  • 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.

  • 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.

  • Unrestricted Person means (a) each Indemnitee, (b) each Partner, (c) each Person who is or was a member, partner, director, officer, employee or agent of any Group Member, a General Partner or any Departing General Partner or any Affiliate of any Group Member, a General Partner or any Departing General Partner and (d) any Person the General Partner designates as an “Unrestricted Person” for purposes of this Agreement.

  • 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.