Example ContractsClausesFormation or Acquisition of Subsidiaries
Formation or Acquisition of Subsidiaries
Formation or Acquisition of Subsidiaries contract clause examples
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Subsidiaries Guaranty. The Subsidiaries Guaranty or any provision thereof shall cease to be in full force or effect as to any [[Subsidiary Guarantor:Person]] any [[Subsidiary Guarantor:Person]] or any Person acting for or on behalf of such [[Subsidiary Guarantor:Person]] shall deny or disaffirm such [[Subsidiary Guarantor:Person]]’s obligations under the Subsidiaries Guaranty or any [[Subsidiary Guarantor:Person]] shall default in the due performance or observance of any term, covenant or agreement on its part to be performed or observed pursuant to the Subsidiaries Guaranty; or 10.09. Judgments. One or more judgments or decrees shall be entered against Borrower or any of its Subsidiaries and such judgments and decrees either shall be final and non-appealable or shall not be vacated, discharged or stayed or bonded pending appeal for any period of 30 consecutive days, # involving in the aggregate for Borrower and its Subsidiaries a liability (not paid or fully covered by a reputable and solvent insurance company), and the aggregate amount of all such judgments equals or exceeds $5,000,000, or # with respect to the Transaction, this Agreement or any other Credit Document, or any documentation executed in connection herewith or therewith, that has had, or could reasonably be expected to have, a Material Adverse Effect; or

Future Subsidiaries. Promptly notify Agent upon any Person becoming a Domestic Subsidiary (pursuant to a Permitted Acquisition or otherwise) and, at the election of Borrower Agent, cause such Domestic Subsidiary to be joined as a Borrower hereto by executing and delivering such documents, instruments and agreements (including without limitation a joinder to this Agreement and, to the extent applicable, any Security Documents) and to take such other actions as Agent shall require to evidence and perfect a Lien in favor of Agent on all Collateral of such Person, including delivery of such legal opinions, in form and substance satisfactory to Agent, as it shall deem appropriate (it being understood and agreed that if the Borrowers desire to add the Property of any Domestic Subsidiary to the Borrowing Base hereunder, then such Domestic Subsidiary shall first be joined to this Agreement pursuant to the terms hereto).

Unrestricted Subsidiaries. Simultaneously with the delivery of each set of consolidated financial statements referred to in [Sections 6.01(a) and 6.01(b)])] above, such supplemental financial information (which need not be audited) as is necessary to eliminate the accounts of Unrestricted Subsidiaries (if any) from such consolidated financial statements.

Unrestricted Subsidiaries. Together with the delivery of a Compliance Certificate with respect to the financial statements referred to in [Section 6.01(a)], a list of each Subsidiary of the that identifies each Subsidiary that is an Unrestricted Subsidiary, if any, as of the date of delivery of such Compliance Certificate or a confirmation that there is no change in such information since the later of the Closing Date and the date of the last such list.

Immaterial Subsidiaries. At the time of the delivery of the financial statements provided for in subpart # above, a certificate signed by the Chief Financial Officer or Corporate Controller of the Borrower setting forth a list of Immaterial Subsidiaries (which certificate shall include calculations demonstrating that such Subsidiaries comply with the definition ofImmaterial Subsidiary” in Section 1.01).

Subsidiaries; Investments. Except for # equity interests in the UK Subsidiary, and # Permitted Investments, Borrower does not own any stock, partnership, or other ownership interest or other equity securities.

Significant Subsidiaries. [Schedule 2] contains an accurate list of all Significant Subsidiaries of [[Organization A:Organization]] as of the Closing Date setting forth their respective jurisdictions of organization and the percentage of their respective capital stock or other ownership interests owned by [[Organization A:Organization]] or other Subsidiaries of [[Organization A:Organization]]. All of the issued and outstanding shares of capital stock or other ownership interests of such Significant Subsidiaries have been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and are fully paid and nonassessable.

Participating Subsidiaries. This Plan may be adopted by the board of directors of any corporation which is a member of a controlled group of corporations, within the meaning of Section 1563(a) of the Code, of which the Company is also a member, and upon such adoption and with the approval of the Committee, such corporation shall be deemed to be one of the "Participating Subsidiaries." The Committee, in its discretion, is authorized to approve participation in the Plan by any foreign entity which is a controlled foreign corporation of the Company, within the meaning of Section 957(a) of the Code. Upon adoption by the board of directors of any such controlled foreign corporation and with the approval of the Committee, such corporation shall be deemed to be one of the "Participating Subsidiaries."

Formation and Specific Responsibilities. As soon as practical after the Effective Date, but no later than […​…], the Parties shall establish a joint steering committee (the “Joint Steering Committee” or “JSC”), which shall # oversee the Development and other Exploitation of the Licensed Compound or Licensed Product in the Territory, # resolve Disputes that may arise in the JDC or JCC, # coordinate the Parties’ activities under this Agreement, including oversight of the JDC and JCC, and # perform such other functions as are set forth herein or as the Parties may mutually agree in writing, except where in conflict with any provision of this Agreement. The JSC shall consist of […​…] representatives from each of the Parties, each with the requisite experience and seniority to enable such person to make decisions on behalf of the Parties with respect to the issues falling CONFIDENTIAL TREATMENT REQUESTED. INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND MARKED WITH “[...​...]”. AN UNREDACTED VERSION OF THE DOCUMENT HAS ALSO BEEN FURNISHED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION AS REQUIRED BY RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Acquisition” means the acquisition of the Target and its subsidiaries pursuant to the Acquisition Agreement.

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