Borrower Capital Stock Sample Clauses

Borrower Capital Stock. There is set forth in Exhibit 5.3.1 a complete description of the Borrower Capital Stock. The Borrower Capital Stock is validly issued, fully paid and non-assessable, and has been issued and sold in compliance with all applicable federal and state laws, rules and regulations, including, without limitation, all so-called "Blue-Sky" laws. The Borrower Capital Stock is owned beneficially and of record by the Persons in the respective percentages set forth on Exhibit 5.3.1, free and clear of all Liens except the Security Interests.
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Borrower Capital Stock. The authorized and outstanding Capital Stock of the Borrower is as set forth on Schedule 4.3. All outstanding shares of such Capital Stock are duly authorized and validly issued and are fully paid and nonassessable, and Borrower's ownership interest in its Subsidiaries is free and clear of all Liens except for Liens in favor of the Agent.
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Borrower Capital Stock. As of the Closing Date, there is set forth in EXHIBIT 5.3.1 a complete description of the Borrower Capital Stock, all of which is validly issued, fully paid and non-assessable, and has been issued and sold in compliance with all applicable federal and state laws, rules and regulations, including, without limitation, all so- called "Blue-Sky" laws. The Borrower Capital Stock is owned beneficially and of record by Guarantor, free and clear of all Liens. Borrower has no subsidiaries.
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Borrower Capital Stock. There is set forth in Exhibit 5.3.1 a complete description of the Borrower Capital Stock. The Borrower Capital Stock is validly issued, fully paid and non-assessable, and has been issued and sold in compliance with the Plan of Reorganization and all applicable federal and state laws, rules and regulations, including, without limitation, all so-called "Blue-Sky" laws. Except as described in Exhibit 5.3.1, the Borrower Capital Stock is owned beneficially and of record by the Persons in the respective amounts and percentages set forth on Exhibit 5.3.1, free and clear of all Liens except the Security Interests.
Sample 1
Borrower Capital Stock. The authorized and outstanding Capital ---------------------- Stock of CI is as set forth on Schedule 4.3. All outstanding shares of such Capital Stock are duly authorized and validly issued and are fully paid and nonassessable, and Borrower's ownership interest in its Subsidiaries is free and clear of all Liens except for Liens in favor of the Agent.
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Borrower Capital Stock all of the issued and outstanding capital stock and all warrants, options and other rights to acquire capital stock of Borrower.
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Borrower Capital Stock. There is set forth in Exhibit 5.3.1 a complete description of the Borrower Capital Stock and the SunStar Capital Stock. The Borrower Capital Stock and the SunStar Capital Stock is validly issued, fully paid and non-assessable, and has been issued and sold in compliance with all applicable federal and state laws, rules and regulations, including, without limitation, all so-called "Blue-Sky" laws. The Borrower Capital Stock and the SunStar Capital Stock is owned beneficially and of record by the Persons in the respective percentages set forth on Exhibit 5.3.1, free and clear of all Liens except the Security Interests. Borrower has no subsidiaries other than SunStar.
Sample 1
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Borrower Capital Stock. There is set forth in Exhibit 5.3.1 a complete description of the capital stock of Borrower and each of Borrower's subsidiaries (collectively, "Borrower Capital Stock"), all of which is validly issued, fully paid and non-assessable, and has been issued and sold in compliance with all applicable federal and state laws, rules and regulations, including, without limitation, all so-called "Blue-Sky" laws. All of the capital stock of Borrower is owned beneficially and of record by Guarantor, free and clear of all Liens. Borrower has four wholly-owned subsidiaries each of which is engaged solely in owning and operating Champps Americana restaurants. All of capital stock of each of Borrower's subsidiaries is owned beneficially and of record by Borrower, free and clear of all Liens.
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Related to Borrower Capital Stock

  • Outstanding Capital Stock The outstanding shares of capital stock of the Company have been duly authorized and validly issued and are fully paid and non-assessable; none of the outstanding shares of capital stock of the Company was issued in violation of any preemptive or similar rights of any stockholder of the Company.

  • Authorized and Outstanding Capital Stock As of the date hereof, the authorized capital stock of the Company consists of (A) 750,000,000 shares of Common Stock, and (B) 50,000,000 shares of Preferred Stock, none of which are issued and outstanding. No shares of Common Stock are held in the treasury of the Company.

  • Capital Stock of Subsidiaries All of the outstanding capital stock of, or other equity or voting interest in, each Subsidiary of the Company (i) has been duly authorized, validly issued and is fully paid and nonassessable; and (ii) except for director’s qualifying or similar shares, is owned, directly or indirectly, by the Company, free and clear of all liens (other than Permitted Liens) and any other restriction (including any restriction on the right to vote, sell or otherwise dispose of such capital stock or other equity or voting interest) that would prevent such Subsidiary from conducting its business as of the Effective Time in substantially the same manner that such business is conducted on the date of this Agreement.

  • Merger Sub Capital Stock At and after the Effective Time, each share of common stock of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into one share of common stock of the Surviving Corporation.

  • Subsidiaries; Capital Stock As of the Closing Date, (a) Schedule 4.15 sets forth the name and jurisdiction of incorporation of each Subsidiary and, as to each such Subsidiary, the percentage of each class of Capital Stock owned by any Loan Party and (b) there are no outstanding subscriptions, options, warrants, calls, rights or other agreements or commitments (other than stock options and restricted stock units granted to employees or directors and directors’ qualifying shares) of any nature relating to any Capital Stock of the Parent Borrower or any Restricted Subsidiary, except (i) with respect to Capital Stock of Loan Parties, as created by the Loan Documents and (ii) otherwise, as permitted by this Agreement.

  • Authorized Capital Stock The total number of shares of all classes of capital stock which the Corporation is authorized to issue is 300,000,000 shares, consisting of (a) 200,000,000 shares of common stock, par value $0.0001 per share (the “Common Stock”) and (b) 100,000,000 shares of preferred stock, par value $0.0001 per share (the “Preferred Stock”).

  • Company Capital Stock “Company Capital Stock” shall mean the Company Common Stock and the Company Preferred Stock.

  • Capital Stock of the Company The authorized capital stock of the COMPANY is as set forth in Section 1.4(i). All of the issued and outstanding shares of the capital stock of the COMPANY are owned by the STOCKHOLDERS and in the amounts set forth in Annex II and further, except as set forth on Schedule 5.3, are owned free and clear of all liens, security interests, pledges, charges, voting trusts, restrictions, encumbrances and claims of every kind. All of the issued and outstanding shares of the capital stock of the COMPANY have been duly authorized and validly issued, are fully paid and nonassessable, are owned of record and beneficially by the STOCKHOLDERS and further, such shares were offered, issued, sold and delivered by the COMPANY in compliance with all applicable state and federal laws concerning the issuance of securities. Further, none of such shares were issued in violation of the preemptive rights of any past or present stockholder.

  • Dividends; Capital Stock Declare or pay, directly or indirectly, any dividends or make any other distribution, or payment, whether in cash, property, securities or a combination thereof, with respect to (whether by reduction of capital or otherwise) any shares of capital stock (or any options, warrants, rights or other equity securities or agreements relating to any capital stock) of the Borrower, or set apart any sum for the aforesaid purposes (collectively, “Restricted Payments”), except that:

  • Capital Stock of Sub Each issued and outstanding share of capital stock of Sub shall be converted into and become one validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation.

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