Property, Equity Interests, Etc. (i) Schedule 7.1(m) is a complete and accurate organizational chart for the Hudbay Group as of the Effective Date. The organizational chart for the Hudbay Group most recently delivered pursuant to Section 8.3(b)(vi) (if any) is an accurate and complete organizational chart for the Hudbay Group.
(ii) Each Restricted Party owns or is licensed or otherwise has the right to use all Intellectual Property that is necessary for the operation of its business without conflict with the rights of any other Person other than any conflict which could not reasonably be expected to result in a Material Adverse Effect.
(iii) All Permits required to carry on the business of each Restricted Party (with respect to the Augusta Group only, as such business is currently conducted) are in full force and effect and no Restricted Party is in default of such Permit, except where the absence of such Permit, the failure to maintain such Permit in full force and effect, or the default thereunder could not reasonably be expected to result in a Material Adverse Effect.
Property, Equity Interests, Etc. (a) Schedule B is a complete and accurate organizational chart for the Borrower, its Subsidiaries and other Persons in which the Borrower directly or indirectly owns Equity Interests as of the date of this Agreement and indicates, for each Obligor (i) its jurisdiction of organization, (ii) each Person holding Equity Interests in such Obligor (provided that this shall not apply to the Borrower), (iii) the nature of the Equity Interests held by it and the percentage of ownership represented by such ownership interests, (iv) the jurisdiction of the location of its registered and chief executive offices, (v) the jurisdictions of the location of its material assets, and (vi) its current name and any prior name.
(b) Each Restricted Party owns or is licensed or otherwise has the right to use all Intellectual Property that is necessary for the operation of its business without conflict with the rights of any other Person.
(c) All Permits required to carry on the business of each Restricted Party as currently conducted are in full force and effect.
(d) None of La Société d’Exploitation des Mines d’Or de Sadiola S.A., Sadiola Exploration Limited and Société d’Exploitation des Mines d’
Property, Equity Interests, Etc. (a) the Disclosure Certificate is a complete and accurate description, as to each Obligor and as of the date of this Agreement, of its corporate history, the ownership of all of its issued and outstanding Equity Interests, the Equity Interests in Restricted Parties and other Persons that it owns, the nature of the business that it carries on, and the location of its jurisdiction of incorporation, and the Disclosure Certificate is a complete and accurate description, as to each Obligor that is incorporated in and/or does business in Canada or the United States of America and as of the date of this Agreement, of the locations of its chief executive office (and in respect of corporations incorporated under the federal laws of Canada, its registered office and head office) and freehold and leasehold real property and the jurisdictions in which its other Property of any material value is located (apart from Property in transit or normally used in more than one jurisdiction) and all registered Intellectual Property that it owns.
(b) The Pledged Shares are validly issued as fully paid and non-assessable shares of the respective Obligors.
(c) The consents of the shareholders and/or the directors of the respective Obligors, other than ATS, that will be delivered at or before the time that the Pledged Shares become part of the Security are the only consents that are necessary or desirable in connection with the pledges of the Pledged Shares as part of the Security (including the enforcement of the pledges), and shall be kept in full force and effect as long as they remain necessary or desirable.
(d) Except as could not reasonably be expected to have a Material Adverse Effect either individually or in the aggregate, it owns or is licensed or otherwise has the right to use all Intellectual Property that is necessary for the operation of its business without conflict with the rights of any other Person.
(e) All Permits required to carry on its business as currently conducted are in full force and effect, except for those Permits which, if not in full force and effect could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect.
(f) As at the date of this Agreement, no Subsidiary is required or has been designated by the Borrowers to provide a guarantee pursuant to Section 3.1.5 other than the Required Subsidiaries, ATS Tooling Systems BC 1 ULC, and Process Automation Solutions, Inc., Assembly & Test – Europe GmbH and ATS ...
Property, Equity Interests, Etc. As of the date of this Agreement or the most recently delivered Compliance Certificate, Schedule C, as updated from time to time by each Compliance Certificate, contains a complete and accurate organizational chart for the Obligors and is a complete and accurate description of its name (including any French or combined French and English form of its name), its jurisdiction of incorporation or organization, the ownership of all of its issued and outstanding Equity Interests, the locations of its registered office (and chief executive office, if different), the Equity Interests in Obligors and other Persons that it owns, the location of its freehold and leasehold real property, the jurisdictions in which its other Property valued over US $100,000 is located and its bank accounts and securities accounts.
Property, Equity Interests, Etc. (a) SCHEDULE B is a complete and accurate organizational chart for the Borrower, its Subsidiaries and other Persons in which the Borrower directly or indirectly owns Equity Interests as of the date of this Agreement.
(b) Each Restricted Party owns or is licensed or otherwise has the right to use all Intellectual Property that is necessary for the operation of its business without conflict with the rights of any other Person.
(c) All Permits required to carry on the business of each Restricted Party as currently conducted are in full force and effect.
(d) None of La Société d’Exploitation des Mines d’Or de Sadiola S.A., Sadiola Exploration Limited and Société d’Exploitation des Mines d’
Property, Equity Interests, Etc. (a) SCHEDULE B is a complete and accurate description as of the date of this Agreement, of its corporate history of amalgamations and changes of name (if any), the ownership of all of its issued and outstanding Equity Interests, the Equity Interests in Obligors and other Persons that it owns, the nature of the business that it carries on, and the locations of its head office (and chief executive office, if different). SCHEDULE B also includes a complete and accurate organizational chart for the Borrower, its Subsidiaries and other Persons in which the Borrower directly or indirectly owns Equity Interests as of the date of this Agreement.
(b) The Pledged Shares are validly issued as fully paid and non-assessable shares of the respective Obligors or other issuers.
(c) The consents of the shareholders and/or the directors of the respective Obligors and other issuers of Pledged Shares that will be delivered at or before the time that the Pledged Shares become part of the Security are the only consents that are necessary or desirable in connection with the pledges of the Pledged Shares as part of the Security (including the enforcement of the pledges), and shall be kept in full force and effect as long as they remain necessary or desirable.
(d) Each Restricted Party owns or is licensed or otherwise has the right to use all Intellectual Property that is necessary for the operation of its business without conflict with the rights of any other Person.
(e) All Permits required to carry on the business of each Restricted Party as currently conducted are in full force and effect.
Property, Equity Interests, Etc. (a) As of the date of this Agreement, (i) IMG owns all of the issued and outstanding Equity Interests of the Borrower and (ii) the Borrower has no Subsidiaries and does not own Equity Interests in any other Person.
(b) Each Obligor owns or is licensed or otherwise has the right to use all Intellectual Property that is necessary for the operation of its business without conflict with the rights of any other Person.
(c) All Permits required to carry on the business of each Obligor as currently conducted are in full force and effect.
Property, Equity Interests, Etc. (a) Schedule B is a complete and accurate organizational chart for the Borrower, its Subsidiaries and other Persons in which the Borrower directly or indirectly owns Equity Interests as of the Eighth Amendment Effective Date and indicates, for each Obligor (i) its jurisdiction of organization, (ii) each Person holding Equity Interests in such Obligor (provided that this shall not apply to the Borrower), (iii) the nature of the Equity Interests held by it and the percentage of ownership represented by such ownership interests, (iv) the jurisdiction of the location of its registered and chief executive offices, (v) the jurisdictions of the location of its material assets, and (vi) its current name and any prior name.
(b) Each Restricted Party owns or is licensed or otherwise has the right to use all Intellectual Property that is necessary for the operation of its business without conflict with the rights of any other Person.
(c) All Permits required to carry on the business of each Restricted Party as currently conducted are in full force and effect.
(d) None of Sadiola Exploration Limited and Société d'Exploitation des Mines d'
Property, Equity Interests, Etc. (a) Schedule B is a complete and accurate organizational chart for the Borrower, its Subsidiaries and other Persons in which the Borrower directly or indirectly owns Equity Interests as of the Ninth Amendment Effective Date and indicates, for each Obligor (i) its jurisdiction of organization, (ii) each Person holding Equity Interests in such Obligor (provided that this shall not apply to the Borrower), (iii) the nature of the Equity Interests held by it and the percentage of ownership represented by such ownership interests, (iv) the jurisdiction of the location of its registered and chief executive offices, (v) the jurisdictions of the location of its material assets, and (vi) its current name and any prior name.
(b) Each Restricted Party owns or is licensed or otherwise has the right to use all Intellectual Property that is necessary for the operation of its business without conflict with the rights of any other Person.
(c) All Permits required to carry on the business of each Restricted Party as currently conducted are in full force and effect.
(d) None of Sadiola Exploration Limited and Société d'Exploitation des Mines d'Or de Yatela S.A. is a Subsidiary of the Borrower at the date of this Agreement and therefore none is a Material Subsidiary.
(e) The unconsolidated assets of Iamgold Holdings (USA) Inc., which are shown as having a book value of greater than US $80,000,000 on information provided to the Lenders before the date of this Agreement, consist of accounts receivable from its Subsidiaries that it considers to be uncollectable and that will be written off in due course.
Property, Equity Interests, Etc. As of the date of this Agreement or the most recently delivered Compliance Certificate, Schedule B, as updated from time to time by each Compliance Certificate, contains a complete and accurate organizational chart for the Obligors (if there is more than one Obligor) and is a complete and accurate description of its name (including any French or combined French and English form of its name), its jurisdiction of incorporation, its history of mergers, amalgamations and changes of name since 1 January 1998, the ownership of all of its issued and outstanding Equity Interests (including the identity of all Persons or groups of Persons that are, to the Borrower's knowledge, acting jointly or in concert that directly or indirectly own or control 25% or more of its outstanding Equity Interests), the nature of the business that it carries on, the locations of its registered office (and chief executive office, if different), the Equity Interests in Obligors and other Persons that it owns, the location of its freehold and leasehold real property, the jurisdictions in which its other Property is located and its deposit accounts and securities accounts.
