Direct and Indirect Subsidiaries Sample Clauses

Direct and Indirect Subsidiaries. Xxxxxx Sugars Incorporated, ProGold Limited Liability Company, Crab Creek Sugar Company Xxxxxx Sugars Incorporated Name, Trade Names, Etc.: Xxxxxx Sugars Incorporated State of Organization: Minnesota Chief Executive Office: 000 Xxxxx Xxxxxx Xxxxx, Xxxxxxxx, XX 00000-0000 Principle Place of Business: 00000 Xxxxxx Xxxx 000, Xxxxxx, XX 00000 Tax Identification Number: 00-0000000 Direct and Indirect Subsidiaries: None Schedule 4.4 CAPITALIZATION; ORGANIZATION CHART Holder, Class and Percentage Interests of the Ownership of Each Obligor and Subsidiaries: Borrower owns 100% of the outstanding capital stock of Xxxxxx Sugars Incorporated (Guarantor). Borrower owns 100% of the outstanding capital stock of Crab Creek Sugar Company. Borrower owns 51% of the outstanding membership interests in ProGold Limited Liability Company. Organization Chart: Schedule 4.7 LITIGATION None. Sch. 4.7 Schedule 4.11 PLANS Retirement Plan A for Employees of American Crystal Sugar Company and for Employees of Xxxxxx Sugars Incorporated. Retirement Plan B for Employees of American Crystal Sugar Company and for Employees of Xxxxxx Sugars Incorporated. Group Employee Health Plan for Employees and Retirees of American Crystal Sugar Company. Group Health Plan for employees and retirees of Xxxxxx Sugars Incorporated. Schedule 4.12 ENVIRONMENTAL COMPLIANCE On August 12, 2011, the Borrower received a Finding of Violation and Notice of Violation from the United States Environmental Protection Agency (EPA) for alleged violations of the Clean Air at the Borrower’s three Minnesota factories based on events occurring from 1985 to the 1990s. The EPA has referred the matter to the Department of Justice for evaluation of a possible claim. To date, no such claim has been filed. The Borrower denies any violation and intends to contest any claim that may be filed. The Borrower cannot predict whether a claim will be filed, and if it is, what the outcome will be. Schedule 4.18 LICENSES, COMPLIANCE WITH LAWS, OTHER AGREEMENTS None. Sch. 4.18 Schedule 6.1 OUTSTANDING LIENS Liens in favor of the Noteholders (as defined in the Intercreditor Agreement) to secure the Senior Secured Notes (as defined in the Intercreditor Agreement). Liens in favor of IBM Credit LLC, as evidenced by the following: (i) UCC filing #200918450900 filed on December 21, 2009, with the Minnesota Secretary of State against the Borrower as debtor, (ii) UCC filing #201020583251 filed on June 15, 2010, with the Minnesota Secretary of State ag...
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Direct and Indirect Subsidiaries. Name of Entity Jurisdiction of Organization Ownership Interest Dxxxxx Bancorp Maryland The Bank of Delmarva Delaware 100.00 % (d/b/a in New Jersey as Liberty Bxxx Bank, a division of The Bank of Delmarva) Delmarva Real Estate Holdings, LLC Maryland 100.00 % Davie Circle, LLC Delaware 100.00 % Delmarva BK Holdings, LLC Maryland 100.00 % FBW, LLC Maryland 50.00 % Virginia Partners Bank Virginia 100.00 % (d/b/a in Maryland as Maryland Partners Bank (a division of Virginia Partners Bank)) Bear Holdings, Inc. Virginia 100.00 % 400 Xxxxxxx Xxxxxx, LLC Virginia 100.00 % Jxxxxxx Mortgage Company, LLC Virginia 51.00 %
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Direct and Indirect Subsidiaries. 1. Nicolet National Bank 2. Nicolet Advisory Services, LLC, a Wisconsin limited liability company
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Direct and Indirect Subsidiaries. FVCbank (100% owned by FVCBankcorp, Inc.)
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Direct and Indirect Subsidiaries. 1. The First, A National Banking Association 2. The First Bancshares Statutory Trust 2
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Direct and Indirect Subsidiaries. 1. Heritage Bank of Commerce , a California corporation
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Direct and Indirect Subsidiaries. The Old Point National Bank of Phoebus
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Related to Direct and Indirect Subsidiaries

  • Subsidiaries All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

  • Other Subsidiaries Except where a failure to satisfy such representation would not have a Material Adverse Effect, each of the Subsidiaries of the Borrower (other than the Subsidiary Guarantors) (i) is a corporation, limited partnership, general partnership, limited liability company or trust duly organized under the laws of its State of organization and is validly existing and in good standing under the laws thereof, (ii) has all requisite power to own its property and conduct its business as now conducted and as presently contemplated and (iii) is in good standing and is duly authorized to do business in each jurisdiction where Real Estate owned or leased by it is located (to the extent such authorization is required by Applicable Law).

  • Inactive Subsidiaries The Inactive Subsidiaries do not own any material assets and do not engage in any business activity whatsoever.

  • Affiliates and Subsidiaries Borrower's affiliates and subsidiaries (those entities in which Borrower has either a controlling interest or at least a 25% ownership interest) and their addresses, and the names of Borrower's principal shareholders, are as provided on a schedule delivered to Bank on or before the date of this Agreement.

  • Ownership; Subsidiaries All Equity Interests in the Credit Parties are owned as set forth in Schedule 4.6. Borrower has no Subsidiaries other than as set forth in Schedule 4.6. Except as has been disclosed to the Lender in Schedule 4.6, there are no outstanding subscription agreements, membership interest or share purchase agreements, warrants, or options for any Equity Interests in Borrower. Allseas and Phoenix are, directly or indirectly, wholly-owned subsidiaries of Holding Company and Affiliates of Borrower.

  • Equity Ownership; Subsidiaries All issued and outstanding Capital Securities of each Loan Party are duly authorized and validly issued, fully paid, non-assessable, and (except with respect to the Company) free and clear of all Liens, and such securities were issued in compliance with all applicable state and federal laws concerning the issuance of securities. Schedule 9.8 sets forth the authorized Capital Securities of each Loan Party as of the Closing Date. All of the issued and outstanding Capital Securities of each Wholly-Owned Subsidiary is, directly or indirectly, owned by the Company and is set forth on Schedule 9.8. Except for certain Dormant Entities, the Company has no Subsidiaries that are not Wholly-Owned Subsidiaries. As of the Closing Date, except as set forth on Schedule 9.8, there are no pre-emptive or other outstanding rights, options, warrants, conversion rights or other similar agreements or understandings for the purchase or acquisition of any Capital Securities of any Loan Party.

  • Equity Interests and Subsidiaries Schedule 3.07 sets forth (i) each Group Member and its jurisdiction of incorporation or organization as of the SecondFourth Amendment FundingEffective Date and (ii) the number of each class of its Equity Interests authorized, and the number outstanding, on the Closing Date and the number of Equity Interests covered by all outstanding options, warrants, rights of conversion or purchase and similar rights on the SecondFourth Amendment FundingEffective Date. All Equity Interests of each Group Member are duly and validly issued and are fully paid and non-assessable, and, other than the Equity Interests of Holdings, are owned by Holdings, directly or indirectly, through Wholly Owned Subsidiaries. All Equity Interests of the Borrower are owned directly by Holdings. Each Loan Party is the record, legal and beneficial owner of, and has good and valid title to, the Equity Interests pledged by (or purported to be pledged by) it under the Security Documents, free of any and all Liens, rights or claims of other persons (other than Permitted Equity Liens), and, as of the SecondFourth Amendment FundingEffective Date, there are no outstanding warrants (other than the Warrants, the warrants described in Section 3.17 of the Fourth Amendment and the Fourth Amendment Warrants, if any, issued on the Fourth Amendment Effective Date), options or other rights (including derivatives) to purchase, or shareholder, voting trust or similar agreements outstanding with respect to, or property that is convertible into, or that requires the issuance or sale of, any such Equity Interests (or any economic or voting interests therein).

  • Ownership of the Operating Subsidiaries Except as described in the Disclosure Package and the Final Prospectus, the Partnership indirectly owns the respective percentages of the outstanding capital stock, membership interests or partnership interests, as the case may be, of each of the Operating Subsidiaries set forth on Schedule II; all such capital stock, membership interests and partnership interests have been duly authorized and validly issued in accordance with the certificate of incorporation and bylaws, in the case of a corporation, certificate of formation and limited liability company agreement, in the case of a limited liability company, certificate of limited partnership and limited partnership agreement, in the case of a limited partnership, or partnership agreement, in the case of a general partnership, of each Operating Subsidiary (collectively, the “Operating Subsidiaries Operative Documents”) and (other than the general partnership interest in Xxxxxxx Pipeline Company, a Michigan general partnership (“Xxxxxxx Pipeline”)) are fully paid (to the extent required in the applicable Operating Subsidiaries Operative Documents) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act or Sections 17-303, 17-607 and 17-804 of the Delaware LP Act, as the case may be, or any corollary provision of any other applicable state of organization’s statutes); and, in the case of a limited liability company, each of the owners of such membership interest is not required to make any further payments for its purchase of such membership interest, will not be required to make any contributions to an Operating Subsidiary solely by reason of its ownership of such membership interest or its status as a member of such Operating Subsidiary, and have no personal liability for the debts, obligations, and liabilities of such Operating Subsidiary, whether arising in contract, tort or otherwise, solely by reason of being a member of such Operating Subsidiary, except in each case as provided in the applicable Operating Subsidiaries Operative Documents and except for its obligation to repay any funds wrongfully distributed to it as provided in Sections 18-607 and 18-804 of the Delaware LLC Act. The owners of the Operating Subsidiaries own all such capital stock, membership interests and partnership interests listed on Schedule II free and clear of all Liens (except (i) restrictions on transferability as set forth in the Operating Subsidiaries Operative Documents or described in the Disclosure Package and Final Prospectus and (ii) Liens created pursuant to the Credit Agreement).

  • License Subsidiaries (a) Whenever the Borrower or any of its Subsidiaries acquires any Broadcast License after the Sixth Restatement Effective Date, the Borrower shall (without limiting its obligations under Section 6.09) cause such acquisition to take place as follows in accordance with all applicable laws and regulations, including pursuant to approvals from the FCC: (i) each Broadcast License so acquired shall be transferred to and held by a Wholly Owned Subsidiary of the Borrower that is a License Subsidiary (provided that any License Subsidiary shall be permitted to hold one or more Broadcast Licenses); (ii) the related operating assets shall be transferred to and held by an operating company that is a Subsidiary of the Borrower (an “Operating Subsidiary”); and (iii) the Borrower shall deliver or cause to be delivered (if not theretofore delivered) to the Administrative Agent in pledge under the Security Agreement all Capital Stock of such License Subsidiary and such Operating Subsidiary (and, if reasonably requested by the Administrative Agent, furnish to the Administrative Agent evidence that the foregoing transactions have been so effected).

  • Certain Subsidiaries Unless pursuant to Indebtedness which is authorized pursuant to this Agreement, the Borrower will not, and the Subsidiaries of the Borrower will not, permit any creditor of a Project Finance Subsidiary to have recourse to the Borrower or any Subsidiary of the Borrower (other than such Project Finance Subsidiary) or any of their assets (other than (i) the stock or similar equity interest of the applicable Subsidiary or any Subsidiary which is an entity whose sole purpose and extent of business activities is to own the stock or similar equity interest of a Project Finance Subsidiary and (ii) with respect to a Permitted Derivative Obligation) other than recourse under Long-Term Guaranties.

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