Common use of Qualifying Subsidiaries Clause in Contracts

Qualifying Subsidiaries. 9.3.1 If any Shareholder that is a Qualifying Subsidiary is about to or will cease to be a Qualifying Subsidiary it must, before ceasing to be a Qualifying Subsidiary, ensure that its interest in all and not part only of the Shares in which it is interested shall be effectively transferred to GE Equity or Able Star (as the case may be) or to another Qualifying Subsidiary. 9.3.2 Able Star and GE Equity may agree from time to time (on a case by case basis) that any subsidiary of any of CITIC and GEC should be deemed to be and should be treated as a Qualifying Subsidiary, as the case may be, for the purposes of this Agreement. Any such agreement shall specify the terms on which it is made and given (including any minimum level of ownership and/or control which CITIC or GEC, as the case may be, is required to maintain in such subsidiary) and, in the event of any failure to comply with such conditions at any time, the relevant entity shall (for the avoidance of doubt) be deemed to have ceased to be a Qualifying Subsidiary, as the case may be. 9.3.3 Any request by CITIC or GEC, as the case may be, that any of its subsidiaries be treated as a Qualifying Subsidiary for the purposes of this Agreement (a “Request”) shall not be unreasonably refused by the other. The agreement of the other to any such Request shall not be unreasonably withheld or delayed.

Qualifying Subsidiaries. 9.3.1 As contemplated by this Agreement, Shares may be held only by SES and CITIC and/or their respective Qualifying Subsidiaries. If any Shareholder that is a Qualifying Subsidiary is about to or will cease to be a Qualifying Subsidiary it must, before ceasing to be a Qualifying Subsidiary, ensure that its interest in all and not part only of the Shares in which it is interested shall be effectively transferred to GE Equity SES or Able Star CITIC (as the case may be) or to another Qualifying Subsidiary. 9.3.2 Able Star CITIC and GE Equity SES may agree from time to time (on a case by case basis) that any subsidiary of any of CITIC and GEC SES should be deemed to be and should be treated as a Qualifying SubsidiarySubsidiary (notwithstanding the provisions of the definitions in Clause 1.1 relating to percentage of ownership of voting share capital and entitlement to profits) of CITIC or SES, as the case may be, for the purposes of this Agreement. Any such agreement shall specify the terms on which it is made and given (including any minimum level of ownership and/or control which CITIC or GECSES, as the case may be, is required to maintain in such subsidiary) and, in the event of any failure to comply with such conditions at any time, the relevant entity shall (for the avoidance of doubt) be deemed to have ceased to be a Qualifying SubsidiarySubsidiary of CITIC or SES, as the case may be. 9.3.3 Any request by CITIC or GECSES, as the case may be, that any of its subsidiaries be treated as a Qualifying Subsidiary for the purposes of this Agreement (a “Request”) shall not be unreasonably refused by the other. The agreement of the other to any such Request shall not be unreasonably withheld or delayed.

Qualifying Subsidiaries. 9.3.1 8.3.1 If any Shareholder that is a Qualifying Subsidiary is about to or will cease to be a Qualifying Subsidiary Subsidiary, it must, before ceasing to be a Qualifying Subsidiary, ensure that its interest in all and not part only of the Shares in which it is interested shall be effectively transferred to GE Equity GEC or Able Star CITIC (as the case may be) or to another Qualifying Subsidiary. 9.3.2 Able Star 8.3.2 CITIC and GE Equity GEC may agree from time to time (on a case by case basis) that any subsidiary of any of CITIC and GEC should be deemed to be and should be treated as a Qualifying Subsidiary, as the case may be, for the purposes of this Agreement. Any such agreement shall specify the terms on which it is made and given (including any minimum level of ownership and/or control which CITIC or GEC, as the case may be, is required to maintain in such subsidiary) and, in the event of any failure to comply with such conditions at any time, the relevant entity shall (for the avoidance of doubt) be deemed to have ceased to be a Qualifying Subsidiary, as the case may be. 9.3.3 8.3.3 Any request by CITIC or GEC, as the case may be, that any of its subsidiaries be treated as a Qualifying Subsidiary for the purposes of this Agreement (a A07327796 “Request”) shall not be unreasonably refused by the other. The agreement of the other to any such Request shall not be unreasonably withheld or delayed.