Common use of Designation of an Unrestricted Subsidiary Clause in Contracts

Designation of an Unrestricted Subsidiary. The Company may designate any Subsidiary to be an "Unrestricted Subsidiary" as provided below, in which event the Subsidiary and each other Person that is then, or thereafter becomes, a Subsidiary of the Subsidiary will be deemed to be an "Unrestricted Subsidiary." The Company may designate a Subsidiary to be an Unrestricted Subsidiary if (i) the conditions set forth in the definitions of an "Unrestricted Subsidiary" are true on the effective date of such designation; (ii) the Company or the Restricted Subsidiary that owns the Capital Stock of the Subsidiary to be designated an Unrestricted Subsidiary could make a Restricted Payment in an amount equal to the greater of the fair market value and the book value of the Capital Stock of such Subsidiary under Section 4.7; and (iii) such amount is, as of the effective date of the designation, deemed to have been paid as a Restricted Payment under Section 4.7. The Company may designate an Unrestricted Subsidiary to be a Restricted Subsidiary if (i) the Board of Directors takes such action pursuant to a Board Resolution; (ii) no Default or Event of Default shall have occurred and be continuing or would occur as a consequence thereof, (iii) the Company and its Restricted Subsidiaries could incur at least $1.00 of additional Indebtedness under Section 4.8(a) on a pro forma basis after taking into account such designation; and (iv) any Indebtedness of such Subsidiary is deemed to have been incurred as of the effective date of such designation.

Designation of an Unrestricted Subsidiary. The Company may designate any Subsidiary to be an "Unrestricted Subsidiary" as provided belowbelow only after the Initial Maturity Date, in which event the Subsidiary and each other Person that is then, or thereafter becomes, a Subsidiary of the Subsidiary will be deemed to be an "Unrestricted Subsidiary." The Company may designate a Subsidiary to be an Unrestricted Subsidiary if (i) the conditions set forth in the definitions of an "Unrestricted Subsidiary" are true on the effective date of such designation; (ii) the Company or the Restricted Subsidiary that owns the Capital Stock of the Subsidiary to be designated an Unrestricted Subsidiary could make a Restricted Payment in an amount equal to the greater of the fair market value and the book value of the Capital Stock of such Subsidiary under Section 4.76.2; and (iii) such amount is, as of the effective date of the designation, deemed to have been paid as a Restricted Payment under Section 4.76.2. The Company may designate an Unrestricted Subsidiary to be a Restricted Subsidiary if (i) the Board of Directors takes such action pursuant to a Board Resolution; (ii) no Default or Event of Default shall have occurred and be continuing or would occur as a consequence thereof,; (iii) the Company and its Restricted Subsidiaries could incur at least $1.00 of additional Indebtedness under Section 4.8(a6.3(a) on a pro forma basis after taking into account such designation; and (iv) any Indebtedness of such Subsidiary is deemed to have been incurred as of the effective date of such designation.