Common use of Equity Interests and Subsidiaries Clause in Contracts

Equity Interests and Subsidiaries. (a) Schedule 3.09(a) sets forth a list of (i) all the Subsidiaries of Borrower and their jurisdiction of organization as of the Amendment Effectiveness Date and (ii) the number of shares of each class of its Equity Interests authorized, and the number outstanding, on the Amendment Effectiveness Date and the number of shares covered by all outstanding options, warrants, rights of conversion or purchase and similar rights at the Amendment Effectiveness Date. All Equity Interests of each Company (other than Holdings) are duly and validly issued and are fully paid and non-assessable and are owned by Holdings or Borrower, directly or indirectly through Wholly Owned Subsidiaries, and all Equity Interests of Borrower are owned directly by Holdings. Each Loan Party is the record and beneficial owner of, and has good and marketable title to, the Equity Interests pledged by it under any Security Agreement, free of any and all Liens, rights or claims of other persons, except the security interest created by the Security Agreements, and there are no outstanding warrants, options or other rights 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. (b) No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreements or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreements or the exercise of remedies in respect thereof. (c) An accurate organization chart, showing the ownership structure of Holdings, Borrower and each Subsidiary on the Amendment Effectiveness Date is set forth on Schedule 3.09(c).

Equity Interests and Subsidiaries. (a) Schedule 3.09(a) sets forth a list of (i) all the Subsidiaries of Borrower and their jurisdiction of organization as of the Fourth Amendment Effectiveness and Restatement Effective Date and (ii) the number of shares of each class of its each Subsidiaries’ Equity Interests authorized, and the number outstanding, on the Fourth Amendment Effectiveness and Restatement Effective Date and the number of shares covered by all outstanding options, warrants, rights of conversion or purchase and similar rights at the Fourth Amendment Effectiveness and Restatement Effective Date. All Equity Interests of each Company (other than Holdings) are duly and validly issued and are fully paid and non-assessable nonassessable and (other than shares of Borrower) are owned by Holdings or Borrower, directly or indirectly indirectly, through Wholly Owned Subsidiaries, and all Equity Interests of Borrower are owned directly by Holdings. Each Loan Party is the record and beneficial owner of, and has good and marketable title to, the Equity Interests pledged by it under any the Security Agreement, free of any and all Liens, rights or claims of other persons, except the security interest created by the Security AgreementsAgreement, and there are no outstanding warrants, options or other rights 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. (b) No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or desirable in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreements Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreements Agreement or the exercise of remedies in respect thereof. (c) An accurate organization chart, showing the ownership structure of Holdings, Borrower and each Subsidiary on the Fourth Amendment Effectiveness Date and Restatement Effective Date, and after giving effect to the Transaction, is set forth on Schedule 3.09(c).

Equity Interests and Subsidiaries. (a) Schedule 3.09(a) sets forth a list of (i) all the Subsidiaries of Borrower and their jurisdiction of organization as of the Third Amendment Effectiveness and Restatement Effective Date and (ii) the number of shares of each class of its each Subsidiaries’ Equity Interests authorized, and the number outstanding, on the Third Amendment Effectiveness and Restatement Effective Date and the number of shares covered by all outstanding options, warrants, rights of conversion or purchase and similar rights at the Third Amendment Effectiveness and Restatement Effective Date. All Equity Interests of each Company (other than Holdings) are duly and validly issued and are fully paid and non-assessable nonassessable and (other than shares of Borrower) are owned by Holdings or Borrower, directly or indirectly indirectly, through Wholly Owned Subsidiaries, and all Equity Interests of Borrower are owned directly by Holdings. Each Loan Party is the record and beneficial owner of, and has good and marketable title to, the Equity Interests pledged by it under any the Security Agreement, free of any and all Liens, rights or claims of other persons, except the security interest created by the Security AgreementsAgreement, and there are no outstanding warrants, options or other rights 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. (b) No consent of any person including any other general or limited partner, any other member of a limited liability company, any other shareholder or any other trust beneficiary is necessary or desirable in connection with the creation, perfection or first priority status of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreements Agreement or the exercise by the Collateral Agent of the voting or other rights provided for in the Security Agreements Agreement or the exercise of remedies in respect thereof. (c) An accurate organization chart, showing the ownership structure of Holdings, Borrower and each Subsidiary on the Third Amendment Effectiveness Date and Restatement Effective Date, and after giving effect to the Transaction, is set forth on Schedule 3.09(c).

Equity Interests and Subsidiaries. (a) Schedule 3.09(a‎3.07(a) sets forth a list of (i) all the Subsidiaries of Borrower each Company and their its jurisdiction of incorporation or organization as of the Amendment Effectiveness Closing Date and (ii) the number of shares of each class of its the Equity Interests of each Company authorized, and the number outstanding, on the Amendment Effectiveness Closing Date and the number of shares covered by all outstanding options, warrants, rights of conversion or purchase and similar rights at on the Amendment Effectiveness Closing Date. All Equity Interests of each Company (other than Holdings) are duly and validly issued and are fully paid and non-assessable and are owned by Holdings or Borrower, directly or indirectly through Wholly Owned Subsidiaries, and all Equity Interests of Borrower are owned directly by Holdings(as applicable). Each Loan Party is the record and beneficial owner of, and has good and marketable title to, the Equity Interests pledged (or purporting to be pledged) by it under any the Security AgreementDocuments, free of any and all Liens, rights or claims of other personspersons and, except as of the security interest created by the Security AgreementsClosing Date, and there are no outstanding warrants, options or other rights to purchase, or shareholder, voting trust or similar agreements outstanding with respect to, or property Property that is convertible into, or that requires the issuance or sale of, any such Equity InterestsInterests (or any economic of voting interests therein). (b) No Other than as required by foreign Legal Requirements with respect to the Equity Interests in any Foreign Subsidiary, no consent of any person including any other general or limited partner, any other member or manager of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status (or the maintenance thereof) of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Agreements Documents or the exercise by the Collateral Agent or any other Secured Party of the voting or other rights provided for in the Security Agreements Documents or the exercise of remedies in respect thereofof such Equity Interests. (c) An A complete and accurate organization chart, showing the ownership structure of Holdings, Borrower and each Subsidiary the Companies on the Amendment Effectiveness Date Closing Date, after giving effect to the Transactions, is set forth on Schedule 3.09(c‎3.07(c).