Common use of Subsidiaries and Names Clause in Contracts

Subsidiaries and Names. Schedule 7.3 — as supplemented from time to time by written notice from Borrower to Administrative Agent and Lenders specifically referring to that schedule and this section and reflecting changes to that schedule as a result of transactions permitted by the Loan Documents — describes (a) all of Xxxxxxxx’x direct and indirect Subsidiaries, (b) all Restricted Companies, (c) every name or trade name used by each Restricted Company during the five-year period before the date of this agreement and (d) every change of each Subsidiary’s name and jurisdiction of organization or formation during the four-month period before the date of this agreement. All of the outstanding shares of Equity Interests of Borrower’s Subsidiaries are (a) duly authorized, validly issued, fully paid, and nonassessable, (b) owned of record and beneficially as described in that schedule or those writings, free and clear of any Liens (provided that applicable Permitted Liens may exist, however, no intention to subordinate the second priority Lien granted in favor of Administrative Agent for the benefit of Lenders is to be hereby implied or expressed by the permitted existence of such Permitted Liens) and (c) not subject to any warrant, option, or other acquisition Right of any Person or subject to any transfer restriction except restrictions imposed by securities Laws and general corporate Laws.

Appears in 1 contract

Samples: Term Loan Agreement (Goodrich Petroleum Corp)

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Subsidiaries and Names. Schedule 7.3 — as supplemented from time to time by written notice from Borrower to Administrative Agent and Lenders specifically referring to that schedule and this section and reflecting changes to that schedule as a result of transactions permitted by the Loan Documents — describes (a) all of Xxxxxxxx’x Gxxxxxxx’x direct and indirect Subsidiaries, (b) all Restricted Companies, (c) every name or trade name used by each Restricted Company during the five-year period before the date of this agreement and (d) every change of each Subsidiary’s name and jurisdiction of organization or formation during the four-month period before the date of this agreement. All of the outstanding shares of Equity Interests of Borrower’s Subsidiaries are (a) duly authorized, validly issued, fully paid, and nonassessable, (b) owned of record and beneficially as described in that schedule or those writings, free and clear of any Liens (provided that applicable Permitted Liens may exist, however, no intention to subordinate the second priority Lien granted in favor of Administrative Agent for the benefit of Lenders is to be hereby implied or expressed by the permitted existence of such Permitted Liens) and (c) not subject to any warrant, option, or other acquisition Right of any Person or subject to any transfer restriction except restrictions imposed by securities Laws and general corporate Laws.

Appears in 1 contract

Samples: Credit Agreement (Goodrich Petroleum Corp)

Subsidiaries and Names. Schedule 7.3 — as supplemented from time to time by written notice from Borrower to Administrative Agent and Lenders specifically referring to that schedule and this section and reflecting changes to that schedule as a result of transactions permitted by the Loan Documents — describes (a) all of Xxxxxxxx’x Gxxxxxxx’x direct and indirect Subsidiaries, (b) all Restricted Companies, (c) every name or trade name used by each Restricted Company during the five-year period before the date of this agreement and (d) every change of each Subsidiary’s name and jurisdiction of organization or formation during the four-month period before the date of this agreement. All of the outstanding shares of Equity Interests capital stock (or similar voting interests) of Borrower’s Subsidiaries are (a) duly authorized, validly issued, fully paid, and nonassessable, (b) owned of record and beneficially as described in that schedule or those writings, free and clear of any Liens (provided that applicable Permitted Liens may exist, however, no intention to subordinate the second first priority Lien granted in favor of Administrative Agent for the benefit of Lenders is to be hereby implied or expressed by the permitted existence of such Permitted Liens) and (c) not subject to any warrant, option, or other acquisition Right of any Person or subject to any transfer restriction except restrictions imposed by securities Laws and general corporate Laws.

Appears in 1 contract

Samples: Credit Agreement (Goodrich Petroleum Corp)

Subsidiaries and Names. Schedule 7.3 -- as supplemented from time to time by written notice from Borrower to Administrative Agent and Lenders specifically referring to that schedule and this section and reflecting changes to that schedule as a result of transactions permitted by the Loan Documents -- describes (a) all of Xxxxxxxx’x Xxxxxxxx'x direct and indirect Subsidiaries, (b) all Restricted Companies, (c) every name or trade name used by each Restricted Company during the five-year period before the date of this agreement agreement, and (d) every change of each Subsidiary’s 's name and jurisdiction of organization or formation during the four-four- month period before the date of this agreement. All of the outstanding shares of Equity Interests capital stock (or similar voting interests) of Borrower’s 's Subsidiaries are (a) duly authorized, validly issued, fully paid, and nonassessable, (b) owned of record and beneficially as described in that schedule or those writings, free and clear of any Liens (provided that applicable Permitted Liens may existLiens, however, no intention to subordinate the second priority Lien granted in favor of Administrative Agent for the benefit of Lenders is to be hereby implied or expressed by the permitted existence of such except Permitted Liens) , and (c) not subject to any warrantwan- ant, option, or other acquisition Right of any Person or subject to any transfer restriction except restrictions imposed by securities Laws and general corporate Laws.

Appears in 1 contract

Samples: Credit Agreement (Goodrich Petroleum Corp)

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Subsidiaries and Names. Schedule 7.3 — as supplemented from time to time by written notice from Borrower to Administrative Agent and Lenders specifically referring to that schedule and this section and reflecting changes to that schedule as a result of transactions permitted by the Loan Documents — describes (a) all of Xxxxxxxx’x direct and indirect Subsidiaries, (b) all Restricted Companies, (c) every name or trade name used by each Restricted Company during the five-year period before the date of this agreement and (d) every change of each Subsidiary’s name and jurisdiction of organization or formation during the four-month period before the date of this agreement. All of the outstanding shares of Equity Interests of Borrower’s Subsidiaries are (a) duly authorized, validly issued, fully paid, and nonassessable, (b) owned of record and beneficially as described in that schedule or those writings, free and clear of any Liens (provided that applicable Permitted Liens may exist, however, no intention to subordinate the second first priority Lien granted in favor of Administrative Agent for the benefit of Lenders is to be hereby implied or expressed by the permitted existence of such Permitted Liens) and (c) not subject to any warrant, option, or other acquisition Right of any Person or subject to any transfer restriction except restrictions imposed by securities Laws and general corporate Laws.

Appears in 1 contract

Samples: Credit Agreement (Goodrich Petroleum Corp)

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