Ownership of Operating Subsidiaries. (i) TGP Operating Company owns, directly or indirectly, the equity interests in each of the entities set forth in Schedule III-A (the “TGP Operating Subsidiaries”) as described on Schedule III-A; such equity interests owned by TGP Operating Company are duly authorized and validly issued in accordance with the respective organizational documents of each TGP Operating Subsidiary, as amended or restated on or prior to the date hereof (the “TGP Operating Subsidiaries’ Organizational Documents”), and are fully paid (to the extent required under the TGP Operating Subsidiaries’ Organizational Documents) and, with respect to interests that are not general partner interests, nonassessable (except as such nonassessability may be affected by the applicable statutes of the jurisdiction of formation of the applicable TGP Operating Subsidiary and except as may be provided in the TGP Operating Subsidiaries’ Organizational Documents); and TGP Operating Company owns such equity interests free and clear of all Liens, except for Liens pursuant to credit agreements and related security agreements disclosed or referred to in the Time of Sale Memorandum and the Final Memorandum.
(ii) TOO, Teekay Offshore Holdings and TOO Operating Company own, directly or indirectly, the equity interests in each of the entities set forth in Schedule III-B (the “TOO Operating Subsidiaries”) as described on Schedule III-B; such equity interests have been duly authorized and validly issued in accordance with the respective organizational documents of each TOO Operating Subsidiary, as amended or restated on or prior to the date hereof (the “TOO Operating Subsidiaries’ Organizational Documents”), and are fully paid (to the extent required under the TOO Operating Subsidiaries’ Organizational Documents) and, with respect to interests that are not general partner interests, nonassessable (except as such nonassessability may be affected by the applicable statutes of the jurisdiction of formation of the applicable TOO Operating Subsidiary and except as may be provided in the TOO Operating Subsidiaries’ Organizational Documents); and TOO and TOO Operating Company, as applicable, own such equity interests free and clear of all Liens, except for Liens pursuant to credit agreements and related security agreements disclosed or referred to in the Time of Sale Memorandum and the Final Memorandum.
(iii) Tankers owns, directly or indirectly, 100% of the equity interests in each of the entities set forth in Schedu...
Ownership of Operating Subsidiaries. The Operating Company owns a 100% membership interest in each Operating Subsidiary; such membership interests have been duly authorized and validly issued in accordance with the respective limited liability company agreement of each Operating Subsidiary (together, the “Operating Subsidiary LLC Agreements”) and are fully paid (to the extent required under the Operating Subsidiary LLC Agreements) and nonassessable (except as such nonassessability may be affected by Section 18-607 of the Delaware LLC Act); and other than as set forth in the Prospectus, the Operating Company owns such membership interests free and clear of all liens, encumbrances, security interests, equities, charges or claims.
Ownership of Operating Subsidiaries. At each Delivery Date, the Operating Company will own a 100% membership interest in each Operating Subsidiary; such membership interests will have been duly authorized and validly issued in accordance with the respective limited liability company agreement of each Operating Subsidiary (together, as the same may be amended and restated at or prior to each Delivery Date, the "Operating Subsidiary LLC Agreements") and will be fully paid (to the extent required under the Operating Subsidiary LLC Agreements) and nonassessable (except as such nonassessability may be effected by Section 18-607 of the Delaware LLC Act); and the Operating Company will own such membership interests free and clear of all liens, encumbrances, security interests, equities, charges or claims.
Ownership of Operating Subsidiaries. Other than Permian Highway Pipeline, LLC, Gulf Coast Express Pipeline LLC, Breviloba LLC and EPIC Crude Holdings LP, the Parent Guarantor owns directly or indirectly 100% of the outstanding shares of capital stock, membership interests or other equity interests of each of its subsidiary free and clear of any lien, charge, encumbrance, security interest, restriction on voting or transfer or any other claim of any third party (collectively, “Liens”). All of the issued shares of capital stock, membership interests or other equity interests of each subsidiary of the Parent Guarantor have been duly and validly authorized and issued, are fully paid and non-assessable (except, in the case of subsidiaries that are limited partnerships or limited liability companies, as such non-assessability may be limited by applicable state law). The Parent Guarantor owns, directly or indirectly, (i) a 55.5% equity interest in Permian Highway Pipeline, LLC, (ii) a 16.0% equity interest in Gulf Coast Express Pipeline LLC, (iii) a 33.0% equity interest in Breviloba, LLC and (iv) a 15.0% equity interest in EPIC Crude Holdings, LP.
Ownership of Operating Subsidiaries. The Operating Company owns a 100% membership interest in each Operating Subsidiary; such membership interests have been duly authorized and validly issued in accordance with their respective Operating Subsidiary LLC Agreements and are fully paid (to the extent required under their respective Operating Subsidiary LLC Agreements) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and the Operating Company owns such membership interest free and clear of all liens, encumbrances, security interests, charges or claims (i) in respect of which a financing statement under the Uniform Commercial Code of the State of Delaware naming the Operating Company as debtor is on file in the office of the Secretary of State of the State of Delaware or (ii) otherwise known to such counsel, without independent investigation, other than those created by or under the Delaware LLC Act, other than those pursuant to the Credit Agreement and the Senior Notes.
Ownership of Operating Subsidiaries. The Operating Company owns a 100% membership interest in each Operating Subsidiary; such membership interests have been duly authorized and validly issued in accordance with the respective limited liability company agreement of each Operating Subsidiary (together, as the same has been and may be amended or restated at or prior to the applicable Delivery Date, the “Operating Subsidiary LLC Agreements”) and are fully paid (to the extent required under the Operating Subsidiary LLC Agreements) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and the Operating Company owns such membership interests free and clear of all Liens, other than those pursuant to the Credit Agreement and the Senior Notes.
Ownership of Operating Subsidiaries. After the Fifth Amendment Effective Date, the Borrower shall at all times, directly or indirectly through one or more wholly-owned Subsidiaries, be the legal and beneficial owner of, and shall retain all voting rights relating to, all of the issued and outstanding capital stock of ATI Funding, TILLC, OREMET, ALC and TDY Industries.
Ownership of Operating Subsidiaries. Maintain at all times beneficial ownership of at least 75% of all outstanding shares of common stock of each Operating Subsidiary.
Ownership of Operating Subsidiaries. During the term hereof, FMC shall be and remain the owner of 100% of the issued and outstanding voting securities of FMER and FMER shall be and remain the owner of 100% of the issued and outstanding voting securities FMC Marketing Sub.
Ownership of Operating Subsidiaries. The Operating Company owns a 100% membership interest in each of Loadout LLC, a Delaware limited liability company, Xxxxx Fork LLC, a Delaware limited liability company, and PVR Midstream LLC, a Delaware limited liability company (collectively, the “Operating Subsidiaries”); such membership interests have been duly authorized and validly issued in accordance with their respective Operating Subsidiary LLC Agreements and are fully paid (to the extent required under their respective Operating Subsidiary LLC Agreements) and nonassessable (except as such nonassessability may be affected by Sections 18-607 and 18-804 of the Delaware LLC Act); and the Operating Company owns such membership interest free and clear of all liens, encumbrances, security interests, charges or claims (i) in respect of which a financing statement under the Uniform Commercial Code of the State of Delaware naming the Operating Company as debtor is on file in the office of the Secretary of State of the State of Delaware or (ii) otherwise known to such counsel, without independent investigation, other than those set forth in the Prospectus or created by or under the Delaware LLC Act, other than those pursuant to the Credit Agreement and the Senior Notes.
