Common use of Subsidiaries and Stockholders Clause in Contracts

Subsidiaries and Stockholders. The Borrower has no Subsidiaries ----------------------------- other than those Persons listed as Subsidiaries in Schedule 6.4 and additional ------------ Subsidiaries created or acquired after the Closing Date in compliance with Section 7.19; Schedule 6.4 states as of the date hereof the organizational form ------------ ------------ of each entity, the authorized and issued capitalization of each Subsidiary listed thereon, the number of shares or other equity interests of each class of capital stock or interest issued and outstanding of each such Subsidiary and the number and/or percentage of outstanding shares or other equity interest (including options, warrants and other rights to acquire any interest) of each such class of capital stock or other equity interest owned by Borrower or by any such Subsidiary; the outstanding shares or other equity interests of each such Subsidiary have been duly authorized and validly issued and are fully paid and nonassessable; and Borrower and each such Subsidiary owns beneficially and of record all the shares and other interests it is listed as owning in Schedule -------- 6.4, free and clear of any Lien except as set forth on Schedule 6.7. ------------

Subsidiaries and Stockholders. The Borrower has no Subsidiaries ----------------------------- other than those Persons listed as Subsidiaries in Schedule 6.4 7.4 and additional ------------ Subsidiaries created or acquired after the Closing Date in compliance with Section 7.198.19; Schedule 6.4 7.4 states as of the date hereof the organizational form ------------ ------------ of each entity, the authorized and issued capitalization of each Subsidiary listed thereon, the number of shares or other equity interests of each class of capital stock or interest issued and outstanding of each such Subsidiary and the number and/or percentage of outstanding shares or other equity interest (including options, warrants and other rights to acquire any interest) of each such class of capital stock or other equity interest owned by Borrower or by any such Subsidiary; the outstanding shares or other equity interests of each such Subsidiary have been duly authorized and validly issued and are fully paid and nonassessable; and Borrower and each such Subsidiary owns beneficially and of record all the shares and other interests it is listed as owning in Schedule -------- 6.47.4, free and clear of any Lien except as set forth on Schedule 6.7. ------------Lien; ---

Subsidiaries and Stockholders. The Borrower has no Subsidiaries ----------------------------- other than those Persons listed as Subsidiaries in Schedule 6.4 SCHEDULE 8.4 and additional ------------ Subsidiaries created or acquired after the Closing Date in compliance with Section 7.19SECTION 9.19; Schedule 6.4 SCHEDULE 8.4 states as of the date hereof the organizational form ------------ ------------ of each entity, the authorized and issued capitalization of each Subsidiary listed thereon, the number of shares or other equity interests of each class of capital stock or interest issued and outstanding of each such Subsidiary and the number and/or percentage of outstanding shares or other equity interest (including options, warrants and other rights to acquire any interest) of each such class of capital stock or other equity interest owned by Borrower or by any such Subsidiary; the outstanding shares or other equity interests of each such Subsidiary have been duly authorized and validly issued and are fully paid and nonassessable; and Borrower and each such Subsidiary owns beneficially and of record all the shares and other interests it is listed as owning in Schedule -------- 6.4SCHEDULE 8.4, free and clear of any Lien except as set forth disclosed on Schedule 6.7. ------------SECTION 8.4.

Subsidiaries and Stockholders. The Borrower BREED has no Subsidiaries ----------------------------- other than ----------------------------- those Persons listed as Subsidiaries in Schedule 6.4 8.4 and additional Subsidiaries ------------ Subsidiaries created or acquired after the Closing Date in compliance with Section 7.199.19; ------------ Schedule 6.4 8.4 states as of the date hereof the organizational form ------------ ------------ of each ------------ entity, the authorized and issued capitalization of each Subsidiary listed thereon, the number of shares or other equity interests of each class of capital stock or interest issued and outstanding of each such Subsidiary and the number and/or percentage of outstanding shares or other equity interest (including options, warrants and other rights to acquire any interest) of each such class of capital stock or other equity interest owned by Borrower BREED or by any such Subsidiary; the outstanding shares or other equity interests of each such Subsidiary have been duly authorized and validly issued and are fully paid and nonassessable; and Borrower BREED and each such Subsidiary owns beneficially and of record all the shares and other interests it is listed as owning in Schedule -------- 6.48.4, free and clear of any Lien except as set forth on Schedule 6.7. ------------Lien; ---

Subsidiaries and Stockholders. The Borrower has no Subsidiaries ----------------------------- other than those Persons listed as Subsidiaries in Schedule 6.4 7.4 and additional ------------ Subsidiaries created or acquired after the Closing Date in compliance with Section 7.198.20; Schedule 6.4 7.4 states as of the date hereof the organizational form ------------ ------------ of each entity, the authorized and issued capitalization of each Subsidiary listed thereon, the number of shares or other equity interests of each class of capital stock or interest issued and outstanding of each such Subsidiary and the number and/or percentage of outstanding shares or other equity interest (including options, warrants and other rights to acquire any interest) of each such class of capital stock or other equity interest owned by Borrower or by any such Subsidiary; the outstanding shares or other equity interests of each such Subsidiary have been duly authorized and validly issued and are fully paid and nonassessable; and Borrower and each such Subsidiary owns beneficially and of record all the shares and other interests it is listed as owning in Schedule -------- 6.47.4, free and clear of any Lien except as set forth on Schedule 6.7. ------------Lien.

Subsidiaries and Stockholders. The Borrower has no Subsidiaries ----------------------------- other than those Persons listed as Subsidiaries in Schedule 6.4 8.4 and ------------ additional ------------ Subsidiaries created or acquired after the Closing Date in compliance with Section 7.199.19; Schedule 6.4 8.4 states as of the date hereof the ------------ ------------ organizational form ------------ ------------ of each entity, the authorized and issued capitalization of each Subsidiary listed thereon, the number of shares or other equity interests of each class of capital stock or interest issued and outstanding of each such Subsidiary and the number and/or percentage of outstanding shares or other equity interest (including options, warrants and other rights to acquire any interest) of each such class of capital stock or other equity interest owned by Borrower or by any such Subsidiary; the outstanding shares or other equity interests of each such Subsidiary have been duly authorized and validly issued and are fully paid and nonassessablenon- assessable; and Borrower and each such Subsidiary owns beneficially and of record all the shares and other interests it is listed as owning in Schedule -------- 6.48.4, free and clear of any Lien except as set forth on Schedule 6.7. Lien; ------------

Subsidiaries and Stockholders. The Borrower has no Subsidiaries other ----------------------------- other than those Persons listed as Subsidiaries in Schedule 6.4 8.4 and additional ------------ Subsidiaries created or acquired after the Closing Date in compliance with Section 7.199.20; Schedule 6.4 8.4 states as of the date hereof the organizational form ------------ ------------ of each entity, the authorized and issued capitalization of each Subsidiary listed thereon, the number of shares or other equity interests of each class of capital stock or interest issued and outstanding of each such Subsidiary and the number and/or percentage of outstanding shares or other equity interest (including options, warrants and other rights to acquire any interest) of each such class of capital stock or other equity interest owned by Borrower or by any such Subsidiary; the outstanding shares or other equity interests of each such Subsidiary have been duly authorized and validly issued and are fully paid and nonassessablenon-assessable; and Borrower and each such Subsidiary owns beneficially and of record all the shares and other interests it is listed as owning in Schedule -------- 6.48.4, free and clear of any Lien except as set forth on Schedule 6.7. ------------(other than Liens in favor of the Collateral --- Agents under the Security Documents).