Vistana Subsidiaries definition

Vistana Subsidiaries means all direct and indirect Subsidiaries of Vistana, after giving effect to the Internal Reorganization.
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Examples of Vistana Subsidiaries in a sentence

  • There are no outstanding options, warrants, rights or other securities exercisable or exchangeable for Interests of such Vistana Subsidiaries, any other commitments or agreements providing for the issuance, sale, repurchase or redemption of Interests of such Vistana Subsidiaries, and there are no agreements of any kind which may obligate any Vistana Subsidiary to issue, purchase, redeem or otherwise acquire any of its Interests.

  • Vistana will make available to ILG prior to the Closing true and complete copies of the Organizational Documents of the Vistana Subsidiaries.

  • Other than the Vistana Subsidiaries and as set forth on Section 5.02(b) of the Vistana Disclosure Schedule, Vistana does not own or hold, directly or indirectly, any Interest in any other Person.

  • This new Total PV shall become effective immediately after receipt of such notice.

  • Vistana, directly or indirectly, owns of record and beneficially all the issued and outstanding Interests of the Vistana Subsidiaries, free and clear of any Liens (other than those set forth in their respective Organizational Documents or arising pursuant to applicable securities Laws or created by this Agreement).

  • Vistana acknowledges and agrees that the Funding Fee ----------- to be paid by Vistana or one or more Eligible Vistana Subsidiaries pursuant hereto shall be $350,000 (.875% of the maximum loan amount of the Master Vistana Resort Construction Loan Facility), 50% of which shall be earned and payable on the date of this Agreement with the balance earned and payable on the first anniversary date of this Agreement.

  • During the Eligibility Period but ------------------------- subject to the requirements of this Section 1.1 and the requirements of Sections 1.2, 1.3 and 2 hereof, Lender shall extend Resorts Loans to Eligible Vistana Subsidiaries identified from time to time by Vistana to Lender as being the owners and developers of particular Eligible Resorts.

  • During the Revolving Period but ------------------------------- subject to the requirements of this Section 1.1 and the requirements of Sections 1.2, 1.3 and 2 hereof, Lender shall extend Receivables Loans to Eligible Vistana Subsidiaries identified from time to time by Vistana to Lender as being the owners and developers of particular Eligible Resorts.

  • Vistana acknowledges and agrees that the Commitment -------------- Fee to be paid by Vistana or one or more Eligible Vistana Subsidiaries pursuant hereto shall be $150,000, 50% of which shall be earned and payable on the date of this Agreement with the balance earned and payable on the first anniversary date of this Agreement.

Related to Vistana Subsidiaries

  • Parent Subsidiaries means the Subsidiaries of Parent.

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

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

  • 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.

  • 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.

  • Company Subsidiaries means the Subsidiaries of the Company.

  • Operating Subsidiaries means, collectively, the Corporation and HST, each a wholly-owned subsidiary of the Trust, and "Operating Subsidiary" means either of the Corporation or HST, as applicable.

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

  • Acquired Entities means the Company and each of its Subsidiaries, collectively.

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

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

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

  • 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).

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • U.S. Subsidiaries means all such Subsidiaries.

  • Target Companies means the Company and its Subsidiaries.

  • Group Companies means the Company and its Subsidiaries.

  • Company Subsidiary means any Subsidiary of the Company.

  • 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:

  • 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.

  • Parent Subsidiary means any Subsidiary of Parent.

  • Acquired Company means any business, corporation or other entity acquired by the Company or any Subsidiary.

  • Acquired Subsidiary or “Acquired Subsidiaries” means one or more, as applicable, Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

  • 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.

  • Project Companies means all Group Project Companies and Non-Group Project Companies together, each being a “Project Company”.