Capitalization; Solvency. (a) Continue to be solvent after giving effect to the Obligations, the security interests of Administrative Agent, on behalf of the Holders of the Obligations, and the other transactions contemplated hereunder.
Capitalization; Solvency. All of the issued and outstanding Capital Stock of Borrowers (and the other Persons listed on Exhibit J), except as noted thereon, is directly and beneficially owned and held by the entity listed for each such Borrower or other Person listed on Exhibit J, and all of such Capital Stock has been duly authorized and are fully paid and non-assessable, free and clear of all Liens other than Permitted Encumbrances and Liens permitted under Section 7.01. Each Borrower (a) is solvent after giving effect to the Obligations, the security interests of Administrative Agent, on behalf of the Holders of the Obligations, and the other transactions contemplated hereunder, and (b) is able to pay its debts as they mature and has (and has reason to believe it will continue to have) sufficient capital (and not unreasonably small capital) to carry on its business and all businesses in which it is about to engage. The assets and properties of each Borrower at a fair valuation and at their present fair salable value are greater than the Indebtedness of each such Borrower, and including any subordinated and contingent liabilities computed at the amount which, to the best of each Borrower’s knowledge, represents an amount which can reasonably be expected to become an actual or matured liability.
Capitalization; Solvency. (a) As of the Amendment Closing Date, the Company’s authorized capital stock consists of 145,000,000 shares of common stock, par value $0.01 per share, and 5,000,000 shares of preferred stock, par value $0.01 per share, all of which preferred stock is undesignated. The Company’s common stock beneficially owned as of March 15, 2010 by each person or group who is known by the Company to own beneficially more than 5% of its common stock based solely upon reports filed with the Securities and Exchange Commission is described on Schedule 5.19(a) attached hereto. As of March 15, 2010, the issued and outstanding shares of common stock and of preferred stock are set forth on Schedule 5.19(a) hereto and all outstanding shares are duly and validly issued, fully paid and nonassessable.
Capitalization; Solvency. (a) All of the outstanding shares of common stock of each Borrower have been duly authorized, validly issued and are fully paid and non-assessable, free and clear of all claims, liens, pledges and encumbrances of any kind.
Capitalization; Solvency. 2.27.1 All of the issued and outstanding capital stock, partnership or membership interests of Borrower are directly and beneficially owned and held by the Persons identified on the INFORMATION CERTIFICATE ("Control Persons") and all of such capital stock, partnership or membership interests have been duly authorized and are fully paid and non-assessable, free and clear of all claims, liens, pledges and encumbrances of any kind.
Capitalization; Solvency. All of the issued and outstanding Capital Stock of Debtor are directly and beneficially owned and held by the Persons identified on the INFORMATION CERTIFICATE ("Control Persons") and all of such Capital Stock has been duly --------------- authorized and is fully paid and non-assessable, free and clear of all Liens. Debtor (and each Scheduled Affiliate) (x) is solvent and will continue to be solvent after giving effect to the Obligations, the security interests of Secured Party and the other transactions contemplated hereunder, and (y) is able to pay its debts as they mature and has (and has reason to believe it will continue to have) sufficient capital (and not unreasonably small capital) to carry on its business and all businesses in which it is about to engage. The assets and properties of Debtor (and each Scheduled Affiliate) at a fair valuation and at their present fair salable value are, and will be, greater than the Indebtedness of Debtor (or such Scheduled Affiliate), and including any subordinated and contingent liabilities computed at the amount which, to the best of Debtor's knowledge, represents an amount which can reasonably be expected to become an actual or matured liability.
Capitalization; Solvency. Schedule 5.24 accurately identifies (taking into account the consummation of the Transactions) each Person that holds more than five percent (5%) of the Capital Stock of NRI and the amount of Capital Stock it holds. NRI owns one hundred percent (100%) of the Capital Stock of Pizzaco and one hundred percent (100%) of the Capital Stock of N.R.
Capitalization; Solvency. (a) All of the issued and outstanding capital stock, partnership or membership interests of Borrower are directly and beneficially owned and held by the Persons identified on the SCHEDULE 1 ("Control Persons") and all of such capital stock, partnership or membership interests have been duly authorized and are fully paid and non-assessable, free and clear of all claims, liens, pledges and encumbrances of any kind.
Capitalization; Solvency. (a) All issued and outstanding Capital Stock of the Company is owned beneficially and of record by FSEP, free and clear of any Lien (other than the Lien in favor of the Administrative Agent) and all such Capital Stock is duly and validly issued and outstanding.
Capitalization; Solvency. 2.28.1 All of the issued and outstanding capital stock of Borrower is directly and beneficially owned and held by the Person identified on the INFORMATION SCHEDULE annexed hereto and all of such capital stock has been duly authorized and is fully paid and non-assessable and free and clear of all claims, Liens, pledges and encumbrances of any kind; provided, however, that to -------- ------- the extent no Event of Default has occurred and is continuing, such Person identified on the INFORMATION SCHEDULE annexed hereto may transfer its capital stock of Borrower to Permitted Transferees if such Person retains voting control through proxy or otherwise over the capital stock transferred to such Permitted Transferees.
