Ownership Interests of the Company. Prior to giving effect to the Restated Organizational Documents and the Closing, the Sellers are the sole members of the Company, and the capitalization of the Company is set forth in Section 5.1 of the Sellers’ Disclosure Letter, with such ownership interests owned beneficially and of record by the Persons set forth in such Section, in the amounts set forth in such Section, free and clear of any Claims other than the restrictions imposed pursuant to this Agreement and the Existing Organizational Documents. All outstanding ownership interests in the Company have been duly authorized and issued under the Existing Organizational Documents and, after giving effect to the effectiveness of the Restated Organizational Documents, the Restated Organizational Documents.
Ownership Interests of the Company. Prior to giving effect to the Restated Organizational Documents and the Closing, the Seller is the sole member of the Company, and the capitalization of the Company is set forth in Section 5.1 of the Company Disclosure Letter, with such ownership interest owned beneficially and of record as set forth in such Section, free and clear of any Claims other than the Permitted Claims listed in Section 5.1 of the Company Disclosure Letter. All outstanding ownership interests in the Company have been duly authorized and issued under the Existing Organizational Documents.
Ownership Interests of the Company. Prior to giving effect to the Restated Organizational Documents and the Closing, the Sellers are the sole members of the Company, and the capitalization of the Company is set forth in Section 5.1 of the Company Disclosure Letter, with such ownership interests owned beneficially and of record by the Persons set forth in such Section, in the amounts set forth in such Section, free and clear of (x) any Claims other than the Permitted Claims listed in Section 5.1 of the Company Disclosure Letter and (y) any Action other than the Pending Action listed in Section 5.1 of the Company Disclosure Letter. All outstanding ownership interests in the Company have been duly authorized and issued under the Existing Organizational Documents and, after giving effect to the effectiveness of the applicable Restated Organizational Documents, the applicable Restated Organizational Documents.
Ownership Interests of the Company. Prior to giving effect to the Amended LLC Agreement and the Closing, the Sellers are the sole members of the Company, and the capitalization of the Company is set forth in Section 5.1 of the Company Disclosure Letter, with such ownership interests owned beneficially and of record by the Persons set forth in such Section, in the amounts set forth in such Section, free and clear of any Claims other than the restrictions imposed pursuant to this Agreement, the Existing LLC Agreement, the Securities Act or applicable state securities laws. All outstanding ownership interests in the Company have been duly authorized and issued under the Existing LLC Agreement and, after giving effect to the effectiveness of the Amended LLC Agreement, the Amended LLC Agreement.
Ownership Interests of the Company. Prior to giving effect to the Restated Organizational Documents and the Closing, the Seller is the sole member of the Company, and the capitalization of the Company is set forth in Section 5.1 of the Company Disclosure Letter, free and clear of any Claims other than the restrictions imposed pursuant to this Agreement and the Existing Organizational Documents. All outstanding ownership interests in the Company have been duly authorized and issued under the Existing Organizational Documents and, after giving effect to the effectiveness of the Restated Organizational Documents, all ownership interests to exist thereunder at the time of the Closing will have been authorized and issued under the Restated Organizational Documents.
