Evercore Subsidiaries Sample Clauses

Evercore Subsidiaries. (a) Each Evercore Subsidiary (i) is duly organized, validly existing and in good standing under the Laws of its jurisdiction of organization, (ii) has full corporate, limited partnership, limited liability company or other entity power and authority to own, lease and operate its properties and assets and to conduct its business as presently conducted by it and (iii) is duly qualified as a foreign corporation, limited partnership, limited liability company or other entity and in good standing in each jurisdiction in which the character or location of its properties and assets owned or operated by it or the nature of the business conducted by it makes such qualification necessary, except, in each case, as would not reasonably be expected to have a Material Adverse Effect. (b) Each of the outstanding shares of capital stock or other equity interests of each of the Evercore Subsidiaries has been duly and validly authorized and issued and, to the extent applicable, is fully paid and non-assessable and was not issued in violation of, or subject to, any preemptive, subscription or other right (contingent or otherwise) or other similar rights of any other Person to purchase or acquire any capital stock or other equity interest of such Evercore Subsidiary, except, in each case, as would not reasonably be expected to have a Material Adverse Effect.