Common use of Ownership of Subsidiaries Clause in Contracts

Ownership of Subsidiaries. Section 4.1(1)(h) of the SSR Disclosure Letter includes a complete and accurate list of all subsidiaries owned, directly or indirectly, by SSR. All of the issued and outstanding shares of capital stock and other ownership interests in such subsidiaries of SSR are duly authorized, validly issued, fully paid and, where the concept exists, non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSR, except as otherwise disclosed in Section 4.1(1)(h) of the SSR Disclosure Letter. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSR. All ownership interests of SSR and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h) of the SSR Disclosure Letter includes a complete and accurate list of all securities owned by SSR of another corporate person, other than its subsidiaries.

Ownership of Subsidiaries. Section 4.1(1)(h3.1(1)(h) of the SSR Alacer Disclosure Letter includes a complete and accurate list of all subsidiaries owned, directly or indirectly, by SSRXxxxxx. All of the issued and outstanding shares of capital stock and other ownership interests in such subsidiaries of SSR Alacer are duly authorized, validly issued, fully paid and, where the concept exists, non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Alacer are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSRAlacer, except as otherwise disclosed in Section 4.1(1)(h3.1(1)(h) of the SSR Alacer Disclosure Letter. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Alacer to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSRAlacer. All ownership interests of SSR Alacer and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h3.1(1)(h) of the SSR Alacer Disclosure Letter includes a complete and accurate list of all securities owned by SSR Alacer of another corporate person, other than its subsidiaries.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 3.1(h) of the SSR Disclosure Letter includes a complete and accurate list lists of all subsidiaries owned, directly or indirectly, by SSRXxxxxxxxx, each of which is wholly-owned other than as disclosed in Schedule 3.1(h) of the Disclosure Letter. All of the issued and outstanding shares of capital stock and other ownership interests in such the subsidiaries of SSR Xxxxxxxxx are duly authorized, validly issued, fully paid and, where the concept exists, and non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Xxxxxxxxx are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSRXxxxxxxxx, except as otherwise disclosed in Section 4.1(1)(hSchedule 3.1(h) of the SSR Disclosure Letter. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Xxxxxxxxx to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There Except as otherwise disclosed in Schedule 3.1(h) of the Disclosure Letter there are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third third-party the right to acquire any shares or other ownership interests in any subsidiaries of SSRXxxxxxxxx. All ownership interests of SSR Xxxxxxxxx and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liensparties. Except as otherwise disclosed in Schedule 3.1(h). Section 4.1(1)(h) , none of the SSR Disclosure Letter includes a complete and accurate list subsidiaries of all securities owned by SSR of another corporate person, other than its subsidiariesXxxxxxxxx listed on Schedule 3.1(h) has any current operations or outstanding liabilities.

Ownership of Subsidiaries. Section 4.1(1)(h3.1(g) of the SSR Disclosure Letter includes sets forth a complete and accurate list and/or chart of all subsidiaries owned, directly or indirectly, by SSRFour Seasons, each of which is wholly-owned except as otherwise noted in such list or chart. All of the issued and outstanding shares of capital stock and other ownership interests in such subsidiaries Four Seasons’ subsidiaries, other than shares of SSR capital stock and other ownership interests in any immaterial subsidiary, are duly authorized, validly issued, fully paid and, where the concept exists, and non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Four Seasons are, except pursuant to restrictions on transfer contained in constituting documents or pursuant to existing financing arrangements involving Four Seasons or its subsidiaries, other than any immaterial subsidiary, (which transfer restrictions are legally and beneficially set forth in Section 3.1(g) of the Disclosure Letter), owned free and clear of all Liens (and subject to no proxy, voting trust or other than Permitted Liens)agreement relating to the voting of such shares, and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, acquire any such shares of capital stock or other ownership interests in or material assets or real properties of any of the subsidiaries of SSRFour Seasons’ subsidiaries, except as otherwise disclosed in Section 4.1(1)(h) of the SSR Disclosure Letterother than any immaterial subsidiary. There are no contracts, commitments, agreements, understandings, arrangements outstanding contractual or restrictions which require other obligations of any subsidiaries of SSR Four Seasons to issue(i) repurchase, sell redeem or deliver otherwise acquire any shares of its securities or with respect to the voting or disposition of any outstanding securities of any subsidiaries of Four Seasons, (ii) make any investment in or provide any funds to (whether in the form of a loan, capital contribution or otherwise) any person, other than a wholly-owned subsidiary of Four Seasons or (iii) provide any guarantee with respect to any person (other than a wholly-owned subsidiary of Four Seasons), except in the case of clauses (ii) and (iii), any obligations arising from Management Agreements that are less than $5,000,000 individually or any obligations not arising from Management Agreements that are less than $2,500,000 individually. Section 3.1(g) of the Disclosure Letter contains a list of all joint ventures (other than a subsidiary of Four Seasons disclosed in Section 3.1(g) in response to the first sentence of this Section 3.1(g)) in which Four Seasons or one of its share subsidiaries is a participant and of which Four Seasons or one of its subsidiaries owns, directly or indirectly, any capital stock or other ownership equity interest or any other securities convertible or exchangeable into or exercisable for capital stock or other equity interests where such capital stock, equity interest or other security has a book value to Four Seasons in excess of $5,000,000 (such capital stock or equity interests, or any securities or obligations convertible into or exchangeable forthe “JV Interests”). All JV Interests are owned free and clear of all Liens, any shares of its share capital or other ownership interests. There and there are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party regarding the right to acquire any shares or other ownership interests in any subsidiaries of SSR. All ownership interests of SSR and its subsidiaries are owned free and clear of all Liens the obligation to dispose of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h) of the SSR Disclosure Letter includes a complete and accurate list of all securities owned by SSR of another corporate person, other than its subsidiariessuch JV Interests.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 4.1(h) of the SSR Acquiror Disclosure Letter includes a complete and accurate list of all subsidiaries ownedowned or controlled, directly or indirectly, by SSRAcquiror. All of the issued and outstanding shares of capital stock and other ownership interests in such subsidiaries of SSR Acquiror are duly authorized, validly issued, fully paid and, where the concept exists, non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Acquiror are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSR, except as otherwise disclosed in Section 4.1(1)(h) of the SSR Disclosure LetterAcquiror. There are no contractsContracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Acquiror to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSRAcquiror. All ownership interests of SSR and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(hSchedule 4.1(h) of the SSR Acquiror Disclosure Letter includes a complete and accurate list of all securities owned by SSR Acquiror of another corporate person, other than its subsidiaries.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 3.1(i) of the SSR Disclosure Letter includes a complete and accurate list lists of all subsidiaries owned, directly or indirectly, by SSRSkye, each of which is wholly-owned other than as disclosed in Schedule 3.1(i) of the Disclosure Letter. All of the issued and outstanding shares of capital stock and other ownership interests in such the subsidiaries of SSR Skye are duly authorized, validly issued, fully paid and, where the concept exists, and non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Skye are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSRSkye, except as otherwise disclosed in Section 4.1(1)(hSchedule 3.1(i) of the SSR Disclosure Letter. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Skye to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There Except as otherwise disclosed in Schedule 3.1(i) of the Disclosure Letter there are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSRSkye. All ownership interests of SSR Skye and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h) of the SSR Disclosure Letter includes a complete and accurate list of all securities owned by SSR of another corporate person, other than its subsidiariesparties.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 3.1(h) of the SSR Sunward Disclosure Letter includes a complete and accurate list lists of all subsidiaries owned, directly or indirectly, by SSRSunward, each of which is wholly-owned other than as disclosed in Schedule 3.1(h) of the Sunward Disclosure Letter. All of the issued and outstanding shares of capital stock and other ownership interests in such the subsidiaries of SSR Sunward are duly authorized, validly issued, fully paid and, where the concept exists, and non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Sunward are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSRSunward, except as otherwise disclosed in Section 4.1(1)(hSchedule 3.1(h) of the SSR Sunward Disclosure Letter. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Sunward to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There Except as otherwise disclosed in Schedule 3.1(h) of the Sunward Disclosure Letter there are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third third-party the right to acquire any shares or other ownership interests in any subsidiaries of SSR. All ownership interests of SSR and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h) of the SSR Disclosure Letter includes a complete and accurate list of all securities owned by SSR of another corporate person, other than its subsidiariesSunward.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 3.1(i) of the SSR Xxxxxx Disclosure Letter includes a complete and accurate list of all subsidiaries owned, directly or indirectly, by SSRXxxxxx, each of which is wholly-owned. All of the issued and outstanding shares of capital stock and other ownership interests in such the subsidiaries of SSR Xxxxxx are duly authorized, validly issued, fully paid and, where the concept exists, non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Xxxxxx are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSR, except as otherwise disclosed in Section 4.1(1)(h) of the SSR Disclosure LetterXxxxxx. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Xxxxxx to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSRXxxxxx. All ownership interests of SSR Xxxxxx and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens)Parties. Section 4.1(1)(hSchedule 3.1(i) of the SSR Xxxxxx Disclosure Letter includes a complete and accurate list of all securities owned by SSR Xxxxxx of another corporate person, other than its subsidiaries.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 3.1(h) of the SSR Newstrike Disclosure Letter includes a complete and accurate list lists of all subsidiaries owned, directly or indirectly, by SSRNewstrike, each of which is wholly-owned other than as disclosed in Schedule 3.1(h) of the Newstrike Disclosure Letter. All of the issued and outstanding shares of capital stock and other ownership interests in such the subsidiaries of SSR Newstrike are duly authorized, validly issued, fully paid and, where the concept exists, and non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Newstrike are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSRNewstrike, except as otherwise disclosed in Section 4.1(1)(hSchedule 3.1(h) of the SSR Newstrike Disclosure Letter. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Newstrike to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There Except as otherwise disclosed in Schedule 3.1(h) of the Newstrike Disclosure Letter there are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third third-party the right to acquire any shares or other ownership interests in any subsidiaries of SSR. All ownership interests of SSR and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h) of the SSR Disclosure Letter includes a complete and accurate list of all securities owned by SSR of another corporate person, other than its subsidiariesNewstrike.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 4.1(f) of the SSR GSV Disclosure Letter includes a complete and accurate list of all subsidiaries, direct and indirect, of GSV, including each of GSV’s material subsidiaries. Each such subsidiary is wholly-owned as disclosed in Schedule 4.1(f) of the GSV Disclosure Letter. The only material subsidiaries owned, directly or indirectly, by SSRof GSV are the material subsidiaries set forth on Schedule 4.1(f) of the GSV Disclosure Letter. All of the issued and outstanding shares of capital stock and other ownership interests in such each of GSV’s material subsidiaries of SSR are duly authorized, validly issued, fully paid and, where the concept exists, and non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR GSV are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into into, or exchangeable or exercisable for, any such shares of capital stock or other ownership interests in or material assets or properties of any each of the subsidiaries of SSR, except as otherwise disclosed in Section 4.1(1)(h) of the SSR Disclosure LetterGSV’s material subsidiaries. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any of GSV’s material subsidiaries of SSR to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into into, or exchangeable or exercisable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSRGSV’s material subsidiaries. All ownership interests of SSR and its GSV in each of GSV’s material subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h) of the SSR Disclosure Letter includes a complete and accurate list of all securities owned by SSR of another corporate person, other than its subsidiariesparties.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 3.1(h) of the SSR Premier Disclosure Letter includes a complete and accurate list of all subsidiaries owned, directly or indirectly, by SSRPremier, each of which is wholly-owned other than as disclosed in Schedule 3.1(h) of the Premier Disclosure Letter. All Schedule 3.1(h) of the Premier Disclosure Letter identifies each subsidiary that is a material subsidiary and the identified subsidiaries are all material subsidiaries of Premier. Except as disclosed in Schedule 3.1(h) of the Premier Disclosure Letter, all of the issued and outstanding shares of capital stock and other ownership interests in such the subsidiaries of SSR Premier are duly authorized, validly issued, fully paid and, where the concept exists, non-assessable, and and, except as disclosed in Schedule 3.1(h) of the Premier Disclosure Letter, all such shares and other ownership interests held directly or indirectly by SSR Premier are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there no such shares or other equity interests have been issued in violation of any pre-emptive or similar rights. There are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSRPremier. Except for the issuance of SpinCo Consideration Shares to Premier pursuant to the Premier Contribution Agreement, except as otherwise disclosed in and subject to Section 4.1(1)(h) of the SSR Disclosure Letter. There 5.6, there are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Premier to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSRPremier. All ownership interests of SSR Premier and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens)Parties. Section 4.1(1)(hSchedule 3.1(h) of the SSR Premier Disclosure Letter includes a complete and accurate list of all securities owned by SSR Premier of another corporate person, other than its subsidiaries. Premier is, directly or indirectly, the registered and beneficial owner of all of the outstanding common shares or other equity interests reflected as being owned by Premier in Section 3.1(h) of the Premier Disclosure Letter, directly or indirectly, of each of its subsidiaries (and immediately prior to the Effective Time Premier will be the registered and beneficial owner of the SpinCo Consideration Shares), in each case, subject to any Permitted Financing, free and clear of any Liens, all such shares or other equity interests so owned by Premier have been validly issued and are fully paid and non-assessable (or, in the case of the SpinCo Consideration Shares, will be validly issued and fully paid and non-assessable immediately prior to the Effective Time), as the case may be, and no such shares or other equity interests have been issued (or, in the case of the SpinCo Consideration Shares, will be issued) in violation of any pre-emptive or similar rights. Except for the shares or other equity interests owned by Premier, directly or indirectly, in any subsidiary, and except as set forth in Section 3.1(h) of the Premier Disclosure Letter, neither Premier nor any subsidiary owns, beneficially or of record, any equity interests of any kind in any other person as of the date hereof.

Ownership of Subsidiaries. Section 4.1(1)(h1.1(f) of the SSR Frankly Disclosure Letter includes a complete and accurate list lists of all subsidiaries Subsidiaries owned, directly or indirectly, by SSRFrankly, each of which is wholly-owned. All Other than with respect to any rights derived from Permitted Liens, all of the issued and outstanding shares of capital stock and other ownership interests in such subsidiaries the Subsidiaries of SSR Frankly are duly authorized, validly issued, fully paid and, where the concept exists, and non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Frankly are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries Subsidiaries of SSR, except as otherwise disclosed in Section 4.1(1)(h) of the SSR Disclosure LetterFrankly. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries Subsidiaries of SSR Frankly to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third third-party the right to acquire any shares or other ownership interests in any subsidiaries Subsidiaries of SSR. All ownership interests of SSR and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h) of the SSR Disclosure Letter includes a complete and accurate list of all securities owned by SSR of another corporate person, other than its subsidiariesFrankly.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 3.1(h) of the SSR Aris Disclosure Letter includes a complete and accurate list of all subsidiaries owned, directly or indirectly, by SSRAris. All of the issued and outstanding shares of capital stock and other ownership interests in such subsidiaries of SSR Aris are duly authorized, validly issued, fully paid and, where the concept exists, non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Aris are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSR, except as otherwise disclosed in Section 4.1(1)(h) of the SSR Disclosure LetterAris. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Aris to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSRAris. All ownership interests of SSR Aris and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens)parties. Section 4.1(1)(hSchedule 3.1(h) of the SSR Aris Disclosure Letter includes a complete and accurate list of all securities owned by SSR of Aris in another corporate person, other than its subsidiaries. Aris (together with its affiliates and persons acting jointly or in concert with any of Aris or its affiliates) does not beneficially own or exercise control or direction over any GCM Shares or other securities of GCM as at the date of this Agreement.

Ownership of Subsidiaries. Section 4.1(1)(h3.1(g) of the SSR Disclosure Letter includes sets forth a complete and accurate list and/or chart of all subsidiaries owned, directly or indirectly, by SSRFour Seasons, each of which is wholly-owned except as otherwise noted in such list or chart. All of the issued and outstanding shares of capital stock and other ownership interests in such subsidiaries Four Seasons' subsidiaries, other than shares of SSR capital stock and other ownership interests in any immaterial subsidiary, are duly authorized, validly issued, fully paid and, where the concept exists, and non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Four Seasons are, except pursuant to restrictions on transfer contained in constituting documents or pursuant to existing financing arrangements involving Four Seasons or its subsidiaries, other than any immaterial subsidiary, (which transfer restrictions are legally and beneficially set forth in Section 3.1(g) of the Disclosure Letter), owned free and clear of all Liens (and subject to no proxy, voting trust or other than Permitted Liens)agreement relating to the voting of such shares, and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, acquire any such shares of capital stock or other ownership interests in or material assets or real properties of any of the subsidiaries of SSRFour Seasons' subsidiaries, except as otherwise disclosed in Section 4.1(1)(h) of the SSR Disclosure Letterother than any immaterial subsidiary. There are no contracts, commitments, agreements, understandings, arrangements outstanding contractual or restrictions which require other obligations of any subsidiaries of SSR Four Seasons to issue(i) repurchase, sell redeem or deliver otherwise acquire any shares of its securities or with respect to the voting or disposition of any outstanding securities of any subsidiaries of Four Seasons, (ii) make any investment in or provide any funds to (whether in the form of a loan, capital contribution or otherwise) any person, other than a wholly-owned subsidiary of Four Seasons or (iii) provide any guarantee with respect to any person (other than a wholly-owned subsidiary of Four Seasons), except in the case of clauses (ii) and (iii), any obligations arising from Management Agreements that are less than $5,000,000 individually or any obligations not arising from Management Agreements that are less than $2,500,000 individually. Section 3.1(g) of the Disclosure Letter contains a list of all joint ventures (other than a subsidiary of Four Seasons disclosed in Section 3.1(g) in response to the first sentence of this Section 3.1(g)) in which Four Seasons or one of its share subsidiaries is a participant and of which Four Seasons or one of its subsidiaries owns, directly or indirectly, any capital stock or other ownership equity interest or any other securities convertible or exchangeable into or exercisable for capital stock or other equity interests where such capital stock, equity interest or other security has a book value to Four Seasons in excess of $5,000,000 (such capital stock or equity interests, or any securities or obligations convertible into or exchangeable forthe "JV INTERESTS"). All JV Interests are owned free and clear of all Liens, any shares of its share capital or other ownership interests. There and there are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party regarding the right to acquire any shares or other ownership interests in any subsidiaries of SSR. All ownership interests of SSR and its subsidiaries are owned free and clear of all Liens the obligation to dispose of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h) of the SSR Disclosure Letter includes a complete and accurate list of all securities owned by SSR of another corporate person, other than its subsidiariessuch JV Interests.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 3.1(h) of the SSR Disclosure Letter includes a complete and accurate list lists of all subsidiaries owned, directly or indirectly, by SSRTarget, each of which is wholly-owned other than as disclosed in Schedule 3.1(h) of the Disclosure Letter. All of the issued and outstanding shares of capital stock and other ownership interests in such the subsidiaries of SSR Target are duly authorized, validly issued, fully paid and, where the concept exists, non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Target are legally and beneficially owned free and clear of all Liens (other than Permitted Liens)Encumbrances, and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSRTarget, except as otherwise disclosed in Section 4.1(1)(hSchedule 3.1(h) of the SSR Disclosure Letter. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Target to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There Except as otherwise disclosed in Schedule 3.1(h) of the Disclosure Letter there are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSRTarget. All Except as otherwise disclosed in Schedule 3.1(h) of the Disclosure Letter, all ownership interests of SSR Target and its subsidiaries are owned free and clear of all Liens Encumbrances of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h) of the SSR Disclosure Letter includes a complete and accurate list of all securities owned by SSR of another corporate person, other than its subsidiariesParties.

Ownership of Subsidiaries. (a) Section 4.1(1)(h(7) of the SSR Disclosure Letter includes a complete and accurate list lists of all subsidiaries owned, directly or indirectly, by SSRthe Company, each of which is wholly-owned. All of the issued and outstanding shares of capital stock and other ownership interests in such the subsidiaries of SSR the Company are duly authorized, validly issued, fully paid and, where the concept exists, non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR the Company are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSR, except as otherwise disclosed in Section 4.1(1)(h) of the SSR Disclosure LetterCompany. There are no contractsContracts, commitments, agreements, understandings, arrangements understandings or restrictions which require any subsidiaries of SSR the Company to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding optionsExcept for ownership of equity interests in the subsidiaries listed on Section (7) of the Disclosure Letter, rightsthe Company, entitlements, understandings directly or commitments (contingent indirectly through any of its subsidiaries or otherwise) providing to , does not own any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSR. All ownership interests of SSR and its subsidiaries are owned free and clear of all Liens equity interest of any kind or nature whatsoever held by third parties in any other Person. (other than Permitted Liens). Section 4.1(1)(hb) Each subsidiary of the SSR Disclosure Letter includes Company is a complete corporation, partnership, trust or limited partnership, as the case may be, duly organized, validly existing and accurate list in good standing under the laws of the jurisdiction of its incorporation, organization or formation, as the case may be, and has all securities owned by SSR of another corporate personrequisite corporate, other than trust or partnership power and authority, as the case may be, to own, lease and operate its subsidiariesproperties and assets and to carry on its business as now being conducted in all material respects.

Ownership of Subsidiaries. Section 4.1(1)(h3.1(1)(h) of the SSR Alacer Disclosure Letter includes a complete and accurate list of all subsidiaries owned, directly or indirectly, by SSRAlacer. All of the issued and outstanding shares of capital stock and other ownership interests in such subsidiaries of SSR Alacer are duly authorized, validly issued, fully paid and, where the concept exists, non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Alacer are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSRAlacer, except as otherwise disclosed in Section 4.1(1)(h3.1(1)(h) of the SSR Alacer Disclosure Letter. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Alacer to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSRAlacer. All ownership interests of SSR Alacer and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h3.1(1)(h) of the SSR Alacer Disclosure Letter includes a complete and accurate list of all securities owned by SSR Alacer of another corporate person, other than its subsidiaries.

Ownership of Subsidiaries. Section 4.1(1)(h(f) of the SSR Disclosure Letter includes a complete and accurate list of all subsidiaries owned, directly or indirectly, by SSRFibrek, each of which is wholly-owned. All of the issued and outstanding shares of capital stock securities and other ownership interests in such the subsidiaries of SSR Fibrek are duly authorized, validly issued, fully paid and, where the concept exists, and non-assessable, and and, except as disclosed in Section 3.2(f) of the Disclosure Letter, all such shares securities and other ownership interests held directly or indirectly by SSR Fibrek are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock securities or other ownership interests in or material assets or properties of any of the subsidiaries of SSR, except Fibrek. Except as otherwise disclosed in Section 4.1(1)(h3.2(e) of the SSR Disclosure Letter. There Letter there are no contractsContracts, commitments, agreements, understandings, arrangements or restrictions which that require Fibrek or any of its subsidiaries of SSR to issue, sell or deliver any shares in its share capital securities or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party Other than the right to acquire any shares or other ownership interests in any subsidiaries of SSR. All ownership interests of SSR and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens). listed on Section 4.1(1)(h3.2(f) of the SSR Disclosure Letter includes a complete and accurate list Letter, neither Fibrek nor any of all securities owned by SSR of another corporate personits subsidiaries own any capital stock of, or other than its subsidiariesequity or voting interests in, any Person.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 4.1(g) of the SSR Timmins Disclosure Letter includes a complete and accurate list lists of all subsidiaries owned, directly or indirectly, by SSRTimmins, each of which is wholly-owned other than as disclosed in Schedule 4.1(g) of the Timmins Disclosure Letter. All of the issued and outstanding shares of capital stock and other ownership interests in such the subsidiaries of SSR Timmins are duly authorized, validly issued, fully paid and, where the concept exists, and non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Timmins are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSRTimmins, except as otherwise disclosed in Section 4.1(1)(hSchedule 4.1(g) of the SSR Timmins Disclosure Letter. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Timmins to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There Except as otherwise disclosed in Schedule 4.1(g) of the Timmins Disclosure Letter there are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third third-party the right to acquire any shares or other ownership interests in any subsidiaries of SSR. All ownership interests of SSR and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens). Section 4.1(1)(h) of the SSR Disclosure Letter includes a complete and accurate list of all securities owned by SSR of another corporate person, other than its subsidiariesTimmins.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 4.1(h) of the SSR GCM Disclosure Letter includes a complete and accurate list of all subsidiaries owned, directly or indirectly, by SSRGCM. All of the issued and outstanding shares of capital stock and other ownership interests in such subsidiaries of SSR GCM are duly authorized, validly issued, fully paid and, where the concept exists, non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR GCM are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSR, except as otherwise disclosed in Section 4.1(1)(h) of the SSR Disclosure LetterGCM. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR GCM to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSRGCM. All ownership interests of SSR GCM and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens)parties. Section 4.1(1)(hSchedule 4.1(h) of the SSR GCM Disclosure Letter includes a complete and accurate list of all securities owned by SSR GCM of another corporate person, other than its subsidiaries. Other than: (i) 60,991,545 Aris Shares registered in the name of Caldas Holding, (ii) the Aris Convertible Debenture, (iii) the Aris Gold-Linked Notes and (iv) 25,944,445 Aris Warrants, GCM (together with its affiliates and persons acting jointly or in concert with any of GCM or its affiliates) does not beneficially own or exercise control or direction over any Aris Shares or other securities of Aris as at the date of this Agreement.

Ownership of Subsidiaries. Section 4.1(1)(hSchedule 4.1(h) of the SSR Acquiror Disclosure Letter includes a complete and accurate list of all subsidiaries owned, directly or indirectly, by SSRAcquiror. All of the issued and outstanding shares of capital stock and other ownership interests in such subsidiaries of SSR Acquiror are duly authorized, validly issued, fully paid and, where the concept exists, non-assessable, and all such shares and other ownership interests held directly or indirectly by SSR Acquiror are legally and beneficially owned free and clear of all Liens (other than Permitted Liens), and there are no outstanding options, warrants, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to purchase or acquire, or securities convertible into or exchangeable for, any such shares of capital stock or other ownership interests in or material assets or properties of any of the subsidiaries of SSR, except as otherwise disclosed in Section 4.1(1)(h) of the SSR Disclosure LetterAcquiror. There are no contracts, commitments, agreements, understandings, arrangements or restrictions which require any subsidiaries of SSR Acquiror to issue, sell or deliver any shares in its share capital or other ownership interests, or any securities or obligations convertible into or exchangeable for, any shares of its share capital or other ownership interests. There are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) providing to any third party the right to acquire any shares or other ownership interests in any subsidiaries of SSRAcquiror. All ownership interests of SSR Acquiror and its subsidiaries are owned free and clear of all Liens of any kind or nature whatsoever held by third parties (other than Permitted Liens)parties. Section 4.1(1)(hSchedule 4.1(h) of the SSR Acquiror Disclosure Letter includes a complete and accurate list of all securities owned by SSR Acquiror of another corporate person, other than its subsidiaries.