Subsidiary

Subsidiary. Provided that the Joint Venture shall not be a Subsidiary

Subsidiary. Shall mean a corporation or affiliated entity (limited liability company, partnership, joint venture or otherwise), domestic or foreign, of which not less than 50% of the voting shares or units are held directly or indirectly by the Company or an affiliate of the Company, whether or not such corporation or affiliate entity now exists or is hereafter organized or acquired by the Company or an affiliate of the Company.

Subsidiary. As to any entity (the parent corporation) shall mean a corporation that would be an includible corporation that is a member of an affiliated group of corporations of which the parent corporation would be the common parent, all within the meaning attributable to such terms in Section 1504 of the Code and 5 Treasury Regulations thereunder or, for purposes of Paragraph 2(b) below, any corresponding provision of state or local income tax law. "Subsidiary" shall include any corporation... added to the Group pursuant to Paragraph 19(a) or added to the New Affiliated Group pursuant to Paragraph 19(b). View More

Subsidiary. Any corporation, whether now or hereafter existing (other than the Company), in an unbroken chain of corporations beginning with the Company if each of the corporations other than the last corporation in the unbroken chain owns stock possessing more than fifty percent of the total combined voting power of all classes of stock in one of the other corporations in such chain. 4 3. Stock Subject to the Plan. Subject to the provisions of Section 16 of the Plan, the shares of stock... subject to Awards shall be Common Stock, initially shares of the Company's Common Stock, par value $.001 per share. Subject to the provisions of Section 16 of the Plan, the maximum aggregate number of Shares which may be issued pursuant to Awards is 2,378,666 Shares; provided, however, that, during the term of the Plan, on each December 31 (commencing with December 31, 2005), such maximum aggregate number of Shares shall be increased by the lower of (i) 800,000 Shares, (ii) 4% of the then-outstanding shares of the Company's Common Stock, and (iii) such other number of Shares as determined by the Administrator; and provided further that the maximum aggregate number of Shares which may be issued pursuant to Awards during the term of the Plan shall not exceed 6,378,666; and provided further, that the maximum aggregate number of Shares that may be issued upon the exercise of Incentive Stock Options during the term of the Plan shall not exceed 6,378,666 (the "ISO Issuance Limit"). Shares issued pursuant to Awards may be authorized but unissued, or reacquired Common Stock. To the extent that an Award terminates, expires, or lapses for any reason, any shares of Common Stock then subject to such Award shall again be available for the grant of an Award pursuant to the Plan (unless the Plan has terminated). Shares which are delivered by the Holder or withheld by the Company in payment of the exercise price of an Award or tax withholding with respect to an Award, may again be optioned, granted or awarded hereunder, subject to the limitations of this Section 3. If Shares of Restricted Stock are repurchased by the Company at their original purchase price, such Shares shall become available for future grant under the Plan. Notwithstanding the provisions of this Section 3, no Shares may again be optioned, granted or awarded if such action would cause an Incentive Stock Option to fail to qualify as an Incentive Stock Option under Code Section 422. View More

Subsidiary. Shall mean any corporation, partnership, limited liability company or other entity recognized in any jurisdiction in the world, now or hereafter, in which a Party owns or controls (either directly or indirectly) any of the following: (a) if such entity has voting shares or stock or other voting securities, at least forty percent (40%) of the outstanding shares or stock or securities entitled to vote for the election of directors or similar managing authority; or ... (b) if such entity does not have voting shares or stock or other voting securities, at least forty percent (40%) of the ownership interest that represents the right to make decisions for such entity; or (c) any other ability to elect at least forty percent (40%) of the board of directors or similar managing authority of the subject entity, whether by contract or otherwise. An entity shall be deemed to be a Subsidiary under this Agreement only so long as the Party owning or controlling the shares, stock, securities or other ownership interest -5- required under Sections 1.19(a), 1.19(b) or 1.19(c) above has not contractually or otherwise surrendered, limited or in any other way constrained its authority to elect the managing authority or make decisions for the entity, and only so long as all the requisite conditions of being a Subsidiary are met. For clarity, any event causing a Person that was once a Subsidiary to no longer meet the requisite conditions of being a Subsidiary as set forth in this Section 1.19, whether by Change of Control or otherwise, shall render such Person to be no longer a Subsidiary. View More

Subsidiary. Or "Subsidiaries" mean any and all corporations or other entities in which, at the pertinent time, the Company owns, directly or indirectly, equity interests vested with more than 50% of the total combined voting power of all classes of stock of such entities within the meaning of Code Section 424(f).

Subsidiary. Means a corporation or association taxable as a corporation pursuant to the Code in which the Company owns more than 50% of the total combined voting power of all classes of stock, or a partnership in which the Company owns more than 50% of the profits interest or capital interest.

Subsidiary. Means any corporation or entity of which the Company, directly or indirectly, is the beneficial owner of fifty percent (50%) or more of the total voting power of all classes of its stock having voting power, unless the Board shall determine that any such corporation or entity shall be excluded hereunder from the definition of the term Subsidiary.

Subsidiary. Means a corporation that is a "subsidiary corporation" of the Company as that term is defined in Section 424 of the Code.

Subsidiary. Means any corporation, domestic or foreign, in which the Company owns, directly or indirectly, 50% or more of the voting shares.