Ownership of Companies Sample Clauses

Ownership of Companies. (a) One or more Companies fail to own, beneficially and of record, with power to vote, 100% of the issued and outstanding shares of capital stock (or similar voting interests) of the Wholly-Owned Subsidiaries, other than Divestiture Subsidiaries. (b) For Borrower's Subsidiaries that are not Wholly-Owned Subsidiaries, (i) with respect to Subsidiaries that are not Divestiture Subsidiaries, one or more Companies fail to own, beneficially and of record, with power to vote, more than 50% (or at least the percentage reflected on SCHEDULE 7.3) of the issued and outstanding shares of capital stock (or similar voting interests) of such Subsidiaries sufficient to constitute control of such Subsidiary, or (ii) such Subsidiaries incur Debt to any Person other than Permitted Debt.
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Ownership of Companies. Except as disclosed in Schedule 9.1.4, (a) as per the Signing Date and Closing Date, the shares and partnership interests held indirectly by Seller in the Companies, other than TopCo New, (i) are owned by the Companies as set out in Exhibit A, (ii) have been duly authorized and validly issued, (iii) are fully paid up, non-assessable and have not been repaid and (iv), except for the Financing Securities and the New Financing Securities, have not been pledged, assigned, charged or used as a security to or by a third party and are free and clear of any other third party rights and (b) the Companies (x) have no Affiliates and (y) do not hold any equity interest in another entity other than a Company, in each case of (x) and (y) with the exception of memberships in trade associations (Industrievereinigungen) or similar associations. The Companies are not party to any enterprise agreements within the meaning of Sections 291 and 292 German Stock Corporation Act (AktG).
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Ownership of Companies. Except as may be otherwise provided in this agreement: (a) One or more Companies fail to own, beneficially and of record, with power to vote, 100% of the issued and outstanding shares of Voting Stock (or similar voting interests) of the Wholly-Owned Subsidiaries. (b) For Borrower's Subsidiaries that are not Wholly-Owned Subsidiaries, (i) one or more Companies fail to own, beneficially and of record, with power to vote, more than 50% (or at least the percentage reflected on SCHEDULE 7.3) of the issued and outstanding Voting Stock (or similar voting interests) of such Subsidiaries sufficient to constitute control of such Subsidiary, or (ii) such Subsidiaries incur Debt to any Person other than Permitted Debt. CREDIT AGREEMENT
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Ownership of Companies. Holdings is the registered and beneficial owner of all the issued and outstanding shares in the capital stock of each of its Subsidiaries, including the Borrower; and the Borrower is the registered and beneficial owner of all the issued and outstanding shares in the capital stock of each of its Subsidiaries; and all of the foregoing shares are free and clear of all Liens, except Liens in favour of J.P. Morgan Bank Canada which will be released and terminated upon the xxxxxx xx the first Advance hereunder.
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Ownership of Companies. EXCEPT as a result of transactions permitted by this agreement and to the extent ownership by third parties is required by applicable Law in respect of any Foreign-Restricted Company, one or more Restricted Companies fail to own, beneficially and of record, with power to vote, (a) 100% of the issued and outstanding shares of capital stock of each Domestic-Restricted Company OTHER THAN Borrower, and (b) 65% of the issued and outstanding shares of capital stock of each Foreign-Restricted Company.
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Ownership of Companies. SCHEDULE 4.15 hereto correctly sets forth the number of shares of the Companies' capital stock of each class authorized, the name of each of its stockholders (the "STOCKHOLDERS"), and the number of shares of each class of such capital stock owned by such Stockholders. Such Schedule also sets forth the name of each Person holding a voting trust certificate in respect of the shares of capital stock of the Companies and the number of shares of the capital stock of the Companies deposited in exchange for each such certificate. All of said outstanding shares are validly issued, fully paid and non-assessable and are owned by such Stockholders as specified in such Schedule, free of any assignment, pledge, lien, security interest, charge, option or other encumbrance, except for liens and security interests granted to the Lenders and the Agent, transfer restrictions noted on the certificate evidencing such shares, transfer restrictions imposed by the FCC and other encumbrances specified in such Schedule. Such Schedule also sets forth a description of all warrants, options and other rights to acquire shares of the Companies' capital stock of any class and the names of the holders thereof. None of the Companies is obligated in any manner to issue any additional shares, or options or rights to acquire any such shares, of its capital stock.
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Ownership of Companies. Schedule 3.12 sets forth the ownership structure of the Companies.
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Ownership of Companies. Except as may be otherwise provided in this Agreement: (a) One or more Companies fail to own, beneficially and of record, with power to vote, 100% of the issued and outstanding shares of Voting Stock (or similar voting interests) of the Wholly-Owned Subsidiaries. (b) For the Borrower's Subsidiaries that are not Wholly-Owned Subsidiaries, (i) one or more Companies fail to own, beneficially and of record, with power to vote, more than 50% (or at least the percentage reflected on SCHEDULE 7.
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Related to Ownership of Companies

  • Ownership of Company Stock None of the Investor nor any of its controlled Affiliates owns any capital stock or other equity or equity-linked securities of the Company.

  • Ownership of Company Property The Company’s assets shall be deemed owned by the Company as an entity, and the Member shall have no ownership interest in such assets or any portion thereof. Title to any or all such Company assets may be held in the name of the Company, one or more nominees or in “street name”, as the Member may determine.

  • Ownership of Company Shares The Shareholder is the record and/or “beneficial owner” (as defined in Rule 13d-3 under the Securities Exchange Act of 1934, as amended, which meaning will apply for all purposes of this Agreement) of the number of outstanding Company Shares set forth in the recitals to this Agreement. Also set forth in the recitals to this Agreement is the number of Company Shares issuable upon the exercise of the Options. The Shareholder holds the requisite power to vote the number of Company Shares set forth in the recitals to this Agreement.

  • Ownership of the Company At all times while this Parent Guarantee Agreement is in effect and while any of the obligations of the Parent Guarantor hereunder remain outstanding, one hundred percent (100%) of the outstanding capital stock of the Company shall be owned by the Parent Guarantor.

  • Ownership of Seller Credit Acceptance is the sole owner of the membership interests of the Seller, all of which are fully paid and nonassessable and owned of record, free and clear of all mortgages, assignments, pledges, security interests, warrants, options and rights to purchase.

  • Ownership of Subsidiaries The Borrower will, and will cause each of its Subsidiaries to, take such action from time to time as shall be necessary to ensure that each of its Subsidiaries is a wholly owned Subsidiary.

  • Ownership of Company Capital Stock Neither Parent nor Merger Sub is, nor at any time during the last three (3) years has it been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL (other than as contemplated by this Agreement).

  • Ownership of Marks Each party acknowledges and agrees that (a) the other party's Marks are and shall remain the sole property of the other party, (b) nothing in the Agreement shall confer in a party any right of ownership or license rights in the other party's Marks, and (c) neither party shall register the other party's Marks in any jurisdiction. In addition, Licensee acknowledges and agrees that (i) the Marks of Third-Party Licensors are and shall remain the sole property of such Third- Party Licensors, (ii) nothing in the Agreement shall confer in Licensee any right of ownership or license rights in the Marks of Third-Party Licensors, and (iii) Licensee shall not register the Marks of Third-Party Licensors. Without limiting the generality of the foregoing, Licensee agrees not to use or adopt any trade name, trademark, logo or service mark which is so similar to Fannie Mae's Marks or the Marks of Third-Party Licensors as to be likely to cause deception or confusion, or which is graphically or phonetically similar to any of Fannie Mae's Marks or the Marks of Third-Party Licensors.

  • Ownership of Material Copyright in the pages and in the screens displaying the pages, and in the information and material therein and in their arrangement, is owned by Profinium and/or its Service Providers unless otherwise indicated. All registered and unregistered trademarks used in the Service are the sole property of their respective owners. Unauthorized reproduction in whole or part is prohibited.

  • Ownership of Other Entities Other than the subsidiaries of the Company listed in Exhibit 21 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, the Company, directly or indirectly, owns no capital stock or other equity or ownership or proprietary interest in any corporation, partnership, association, trust or other entity.

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