Entity Ownership. (i) Moriah Properties, Ltd., DAB Resources, Ltd., Brothers Production Properties, Ltd., Brothers Production Company, Inc., Brothers Operating Company, Inc., J&W McGraw Properties, Ltd. and H2K Holdings, Ltd. own 100% of the issued and outstanding membership interests in the General Partner; such membership interests have been duly authorized and validly issued in accordance with the Amended and Restated Limited Liability Company Agreement of the General Partner (as amended as of the date hereof, the “GP LLC Agreement”), and are fully paid and non-assessable (except as such non-assessability may be limited by Sections 18-607 and 18-804 of the Delaware Limited Liability Company Act (the “Delaware LLC Act”)); and such persons and entities own such membership interests free and clear of all liens, encumbrances, security interests, charges or claims (“Liens”).
(ii) The General Partner is the sole general partner of the Partnership with an approximate 0.03% general partner interest in the Partnership; such general partner interest has been duly authorized and validly issued in accordance with the Amended and Restated Limited Partnership Agreement of the Partnership (as amended as of the date hereof, the “Partnership Agreement”) and is fully paid; and the General Partner owns such general partner interest free and clear of all Liens, the General Partner owns no assets, and has no business other than with respect to its general partner interest in the Partnership.
(iii) As of the date hereof, the issued and outstanding Units was 57,423,819 Units, and all of such Units have been duly authorized and validly issued in accordance with the Partnership Agreement and are fully paid (to the extent required by the Partnership Agreement) and non-assessable (except as such non-assessability may be affected by Sections 17-303, 17-607 and 17-804 of the Delaware Revised Uniform Limited Partnership Act (the “Delaware LP Act”)).
Entity Ownership. The cumulative transfer of an aggregate of 50% or more of the voting interests in a Tenant entity, including by creation or issuance of new ownership interests (except as the result of transfers by gift or inheritance and except for transfers of interests in publicly traded entities) shall be deemed a Transfer of this Lease.
Entity Ownership. The cumulative transfer of an aggregate of 50% or more of the voting interests in Tenant (stock in a corporation, partnership interests in a partnership, or ownership interests in a limited liability company), including by creation or issuance of new ownership interests of an entity which is (i) Tenant; (ii) an assignee of Tenant; or (iii) an entity which is a general partner in a general or limited partnership which is Tenant or assignee of this Lease (except as the result of transfers by gift or inheritance) shall be deemed a Transfer of this Lease. No such assignment shall release Tenant from its obligations hereunder.
Entity Ownership. The cumulative transfer of an aggregate of 50% or more of the voting interests in Tenant (stock in a corporation, partnership interests in a partnership, or ownership interests in a limited liability company), including by creation or issuance of new ownership interests of an entity which is (i) Tenant; (ii) an assignee of Tenant; or (iii) an entity which is a general partner in a general or limited partnership which is Tenant or assignee of this Lease (except as the result of transfers by gift or inheritance) shall be deemed a Transfer of this Lease. Notwithstanding the foregoing, Landlord consents to the merger of the original Tenant corporation with a newly formed Delaware corporation for the purpose of facilitating a public offering of stock, provided that (a) the new corporation has at least equal to or greater assets than the original Tenant corporation as of the date of this Lease, (b) the new corporation assumes the obligations of Tenant hereunder, and (c) Tenant provides the assumption to Landlord along with the notice address for the new corporation prior to the merger. The issuance of additional equity shares for the purpose of additional investment in Tenant’s operation shall not be considered a Transfer.
Entity Ownership. If Tenant is not a natural person, transfer of the right of the owner of Tenant, or the owner of any affiliated entity which directly or indirectly controls Tenant, shall constitute a transfer of this Lease, regardless of how such control is transferred. By way of example, any transfer, redemption, or new issuance of voting stock of a corporation which results in a change in the identity of the majority shareholder constitutes a transfer of control, and in the case of a Limited Partnership, change in the identity of the general partner would constitute a transfer of control. Whether material control has been transferred shall be judged in light of the governing documents of the entity in question. This Subsection 16.2 shall not apply to any Tenant corporation, the outstanding voting stock of which is listed on a national securities exchange or actively traded over-the-counter.
Entity Ownership. Equinix (London) LTD. Wholly owned by Equinix (Netherlands) Holdings BV Equinix Middle East FZ-LLC Wholly owned by Equinix (Netherlands) Holdings BV Equinix (Real Estate) B.V. Wholly owned by Equinix (Netherlands) Holdings BV Equinix Netherlands BV Wholly owned by Equinix (Netherlands) Holdings BV Equinix (Netherlands) Enterprises BV Wholly owned by Equinix Netherlands BV Virtu Secure Webservices B.V. Wholly owned by Equinix Netherlands BV Equinix (Real Estate) GmbH 94% owned by Equinix (Netherlands) Holdings BV6% owned by Equinix, Inc. Upminster GmbH 94% owned by Equinix (Netherlands) Holdings BV6% owned by Equinix, Inc. Equinix (Germany) GmbH Wholly owned by Upminster GmbH ancotel HK Ltd Wholly owned by Equinix (Germany) GmbH ancotel UK Ltd Wholly owned by Equinix (Germany) GmbH Equinix (Germany) Enterprises GmbH Wholly owned by Equinix (Germany) GmbH Equinix (Switzerland) GmbH Wholly owned by Equinix (Netherlands) Holdings BV Equinix (Switzerland) Enterprises GmbH Wholly owned by Equinix (Switzerland) GmbH Equinix (France) SAS Wholly owned by Equinix Equinix (EMEA) Holdings B.V. Equinix (France) Enterprises SAS Wholly owned by Equinix (France) SAS Equinix (Real Estate) Holdings SC Wholly owned by Equinix (France) SAS Equinix (Real Estate) SCI Wholly owned by (Real Estate) Holdings SC TelecityGroup France SA Wholly owned by Equinix (France) SAS Equinix Italia S.r.l. Wholly owned by Equinix (EMEA) Holdings B.V. Equinix Corporation Ltd Wholly owned by Equinix (EMEA) Holdings B.V. Equinix Investments Ltd Wholly owned by Equinix Corporation Ltd Interconnect Exchange Europe SL Wholly owned by Equinix Investments Ltd Equinix (EMEA) Acquisition Enterprises B.V. Wholly owned by EQIX (Global Holdings) C.V. Equinix (UK) Acquisition Enterprises Limited Wholly owned by Equinix (EMEA) Acquisition Enterprises B.V. Equinix (EMEA) Holdings B.V. Wholly owned by Equinix (Luxembourg) Investments S.a.r.l. Equinix (Spain), S.L. Wholly owned by Equinix (Netherlands) Holdings B.V. Equinix (Ireland) Holdings LTD Wholly owned by Equinix (Netherlands) Holdings B.V. Equinix (Ireland) LTD Wholly owned by Equinix (Ireland) Holdings LTD Equinix (Ireland) Enterprises LTD Wholly owned by Equinix (Ireland) LTD Equinix (Sweden) AB Wholly owned by Equinix (EMEA) B.V. Equinix (Sweden) Enterprises AB Wholly owned by (Sweden) AB Telecity Group Limited Equinix (UK) Acquisition Enterprises Limited TelecityGroup Investments Ltd. Wholly owned by Telecity Group Limited TelecityGroup International...
Entity Ownership. The Company has not owned, and will not own, directly or indirectly, equity interests in any entity other than its Disregarded Entities, its Qualified REIT Subsidiaries, its TRSs, and the Partnerships, unless the Company’s ownership of such equity securities has not caused and would not cause it to fail to satisfy the requirements of paragraph 10 (Other Asset Tests). Hunton & Xxxxxxxx LLP Xxxxx Lovells US LLP [●], 2016 Page
Entity Ownership. Any changes in the ownership of Tenant resulting from a public offering of the stock of Tenant or any parent of Tenant shall not be deemed a Transfer. Any transfer of stock or assets from Tenant to an affiliate or subsidiary corporation or other entity, or as a result of any merger, consolidation or other reorganization of Tenant to any parent of Tenant shall not be deemed a Transfer for purposes of this Section 15 unless, (a) the combined net worth of the Guarantor and the Tenant entity is not less than $2.5 million, or, (b) Tenant posts a Letter of Credit as set forth in Section 15.5 below.
Entity Ownership. The cumulative transfer (i.e. in one or more sales ---------------- or transfers, by operation of law or otherwise) of an aggregate of fifty percent (50%) or more of the voting stock issued and outstanding on the date of this Lease is executed by Landlord, including by creation or issuance of new stock of a corporation which is (i) owned by Tenant, (ii) the corporate assignee of Tenant, or (iii) any corporation which is a general partner in a general or limited partnership or member of a limited liability company which is the tenant or an assignee of the tenant of this Lease; or the cumulative transfer of an aggregate of fifty percent (50%) or more of the ownership interest in a general or limited partnership, limited liability company or other entity which is the tenant or an assignee of the tenant, by which an aggregate of fifty percent (50%) or more of such ownership interest is vested in a person or persons who are riot general partners, members or other owners (except as the result of transfer by gift or inheritance), shall be deemed a Transfer of this Lease and shall be subject to the provisions of Section 11.1 except that for purposes of this Section 11.2 only, Section 11.1(f) shall not apply. For the
Entity Ownership. Inventergy hereby transfers to GTX a forty-five percent (45%) ownership interest in the Entity to GTX as of the Effective Date. Inventergy shall retain a fifty-five (55%) ownership interest in the Entity following the Effective Date.
