Common use of Subsidiaries and Joint Ventures; Disqualified Equity Interests Clause in Contracts

Subsidiaries and Joint Ventures; Disqualified Equity Interests. (a) Schedule 3.11A sets forth, as of the Restatement Effective Date, the name and jurisdiction of organization of, and the percentage of each class of Equity Interests owned by the Borrower or any Restricted Subsidiary in, (i) each Subsidiary and (ii) each joint venture in which the Borrower or any Restricted Subsidiary owns any Equity Interests, and identifies each Designated Subsidiary, each Material Subsidiary, each Material Foreign Subsidiary, each Material Foreign Subsidiary Local Pledgee and each Excluded Subsidiary. The Equity Interests in each Subsidiary have been duly authorized and validly issued and are fully paid and, as applicable, non-assessable. Except as set forth on Schedule 3.11A, as of the Restatement Effective Date, there is no existing option, warrant, call, right, commitment or other agreement to which any of the Borrower or any Restricted Subsidiary is a party requiring, and there are no Equity Interests in any Restricted Subsidiary outstanding that upon exercise, conversion or exchange would require, the issuance by such Restricted Subsidiary of any additional Equity Interests or other securities exercisable for, convertible into, exchangeable for or evidencing the right to subscribe for or purchase any Equity Interests in such Restricted Subsidiary. (b) Schedule 3.11B sets forth, as of the Restatement Effective Date, all outstanding Disqualified Equity Interests, if any, in the Borrower or any Restricted Subsidiary, including the number, date of issuance and the record holder of such Disqualified Equity Interests.

Subsidiaries and Joint Ventures; Disqualified Equity Interests. (a) Schedule 3.11A sets forth, as of the Restatement Effective Closing Date, the name and jurisdiction of organization of, and the percentage of each class of Equity Interests owned by the Borrower Company or any Restricted Subsidiary in, (ia) each Subsidiary and (iib) each joint venture in which the Borrower Company or any Restricted Subsidiary owns any Equity Interests, and identifies each Designated Subsidiary, each Material Subsidiary, each Material Foreign Subsidiary, each Material Foreign Subsidiary Local Pledgee and each Excluded Subsidiary. The Equity Interests in each Subsidiary have been duly authorized and validly issued and are fully paid and, as applicable, and non-assessable. Except as set forth on Schedule 3.11A, as of the Restatement Effective Closing Date, there is no existing option, warrant, call, right, commitment or other agreement to which any of the Borrower Loan Party or any Restricted Subsidiary any Equity Interests of which are required to be pledged as Collateral under the Security Documents is a party requiring, and there are no Equity Interests in any Restricted such Loan Party or Subsidiary outstanding that upon exercise, conversion or exchange would require, the issuance by such Restricted Loan Party or Subsidiary of any additional Equity Interests or other securities exercisable for, convertible into, exchangeable for or evidencing the right to subscribe for or purchase any Equity Interests in such Restricted Loan Party or Subsidiary. (b) Schedule 3.11B sets forth, as of the Restatement Effective Closing Date, all outstanding Disqualified Equity Interests, if any, in the Borrower Company or any Restricted Subsidiary, including the number, date of issuance and the record holder of such Disqualified Equity Interests.

Subsidiaries and Joint Ventures; Disqualified Equity Interests. (a) Schedule 3.11A sets forth, as of the Restatement Effective DateDate or the Closing Date (as applicable), the name and jurisdiction of organization of, and the percentage of each class of Equity Interests owned by the Borrower Company or any Restricted Subsidiary in, (ia) each Subsidiary and (iib) each joint venture in which the Borrower Company or any Restricted Subsidiary owns any Equity Interests, and identifies each Designated Subsidiary, each Material Subsidiary, each Material Foreign Subsidiary, each Material Foreign Subsidiary Local Pledgee and each Excluded Subsidiary. The Equity Interests in each Subsidiary have been duly authorized and validly issued and are fully paid and, as applicable, and non-assessable. Except as set forth on Schedule 3.11A, as of the Restatement Effective DateDate or the Closing Date (as applicable), there is no existing option, warrant, call, right, commitment or other agreement to which any of the Borrower Loan Party or any Restricted Subsidiary any Equity Interests of which are required to be pledged as Collateral under the Security Documents is a party requiring, and there are no Equity Interests in any Restricted such Loan Party or Subsidiary outstanding that upon exercise, conversion or exchange would require, the issuance by such Restricted Loan Party or Subsidiary of any additional Equity Interests or other securities exercisable for, convertible into, exchangeable for or evidencing the right to subscribe for or purchase any Equity Interests in such Restricted Loan Party or Subsidiary. (b) Schedule 3.11B sets forth, as of the Restatement Effective Date, all outstanding Disqualified Equity Interests, if any, in the Borrower or any Restricted Subsidiary, including the number, date of issuance and the record holder of such Disqualified Equity Interests.

Subsidiaries and Joint Ventures; Disqualified Equity Interests. (a) Schedule 3.11A sets forth, as of the Restatement Effective DateDate or the Closing Date (as applicable), the name and jurisdiction of organization of, and the percentage of each class of Equity Interests owned by the Borrower Company or any Restricted Subsidiary in, (ia) each Subsidiary and (iib) each joint venture in which the Borrower Company or any Restricted Subsidiary owns any Equity Interests, and identifies each Designated Subsidiary, each Material Subsidiary, each Material Foreign Subsidiary, each Material Foreign Subsidiary Local Pledgee and each Excluded Subsidiary. The Equity Interests in each Subsidiary have been duly authorized and validly issued and are fully paid and, as applicable, and non-assessable. Except as set forth on Schedule 3.11A, as of the Restatement Effective DateDate or the Closing Date (as applicable), there is no existing option, warrant, call, right, commitment or other agreement to which any of the Borrower Loan Party or any Restricted Subsidiary any Equity Interests of which are required to be pledged as Collateral under the Security Documents is a party requiring, and there are no Equity Interests in any Restricted such Loan Party or Subsidiary outstanding that upon exercise, conversion or exchange would require, the issuance by such Restricted Loan Party or Subsidiary of any additional Equity Interests or other securities exercisable for, convertible into, exchangeable for or evidencing the right to subscribe for or purchase any Equity Interests in such Restricted Loan Party or Subsidiary. (b) Schedule 3.11B sets forth, as of the Restatement Effective DateDate or the Closing Date (as applicable), all outstanding Disqualified Equity Interests, if any, in the Borrower Company or any Restricted Subsidiary, including the number, date of issuance and the record holder of such Disqualified Equity Interests.

Subsidiaries and Joint Ventures; Disqualified Equity Interests. (a) Schedule 3.11A sets forth, as of the Restatement Effective Date, the name and jurisdiction of organization of, and the percentage of each class of Equity Interests owned by the Borrower or any Restricted Subsidiary in, (i) each Subsidiary and (ii) each joint venture in which the Borrower or any Restricted Subsidiary owns any Equity Interests, and identifies each Designated Subsidiary, each Material Subsidiary, each Material Foreign Subsidiary, each Material Foreign Subsidiary Local Pledgee and each Excluded Subsidiary. The Equity Interests in each Subsidiary have been duly authorized and validly issued and are fully paid and, as applicable, non-assessable. Except as set forth on Schedule 3.11A, as of the Restatement Effective Date, there is no existing option, warrant, call, right, commitment or other agreement to which any of the Borrower or any Restricted Subsidiary is a party requiring, and there are no Equity Interests in any Restricted Subsidiary outstanding that upon exercise, conversion or exchange would require, the issuance by such Restricted Subsidiary of any additional Equity Interests or other securities exercisable for, convertible into, exchangeable for or evidencing the right to subscribe for or purchase any Equity Interests in such Restricted Subsidiary. (b) Schedule 3.11B sets forth, as of the Restatement Effective Date, all outstanding Disqualified Equity Interests, if any, in the Borrower or any Restricted Subsidiary, including the number, date of issuance and the record holder of such Disqualified Equity Interests.

Subsidiaries and Joint Ventures; Disqualified Equity Interests. (a) xxiii. Schedule 3.11A sets forth, as of the Restatement Effective Date, the name and jurisdiction of organization of, and the percentage of each class of Equity Interests owned by the Borrower or any Restricted Subsidiary in, (ia) each Subsidiary and (iib) each joint venture in which the Borrower or any Restricted Subsidiary owns any Equity Interests, and identifies each Designated Subsidiary, each Material Subsidiary, each Material Foreign Subsidiary, each Material Foreign Subsidiary Local Pledgee and each Excluded Subsidiary. The Equity Interests in each Subsidiary have been duly authorized and validly issued and are fully paid and, as applicable, and non-assessable. Except as set forth on Schedule 3.11A, as of the Restatement Effective Date, there is no existing option, warrant, call, right, commitment or other agreement to which any of the Borrower Loan Party or any Restricted Subsidiary any Equity Interests of which are required to be pledged as Collateral under the Security Documents is a party requiring, and there are no Equity Interests in any Restricted such Loan Party or Subsidiary outstanding that upon exercise, conversion or exchange would require, the issuance by such Restricted Loan Party or Subsidiary of any additional Equity Interests or other securities exercisable for, convertible into, exchangeable for or evidencing the right to subscribe for or purchase any Equity Interests in such Restricted Loan Party or Subsidiary. . (bd) Schedule 3.11B sets forth, as of the Restatement Effective Date, all outstanding Disqualified Equity Interests, if any, in the Borrower or any Restricted Subsidiary, including the number, date of issuance and the record holder of such Disqualified Equity Interests.