Subsidiaries and Unconsolidated Affiliates Sample Clauses

Subsidiaries and Unconsolidated Affiliates. Schedule 6.19 sets forth all of the Subsidiaries and Unconsolidated Affiliates of the Borrower and the Trust. The form and jurisdiction of organization of each of the Subsidiaries and Unconsolidated Affiliates, and the Borrower’s and the Trust’s ownership interest therein, is set forth in said Schedule 6.19.
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Subsidiaries and Unconsolidated Affiliates. Neither the Company nor the Guarantor has any Subsidiaries except the Company's Subsidiaries, Glimcher Holdings Limited Partnership, Grand Central Limited Partnership, Glimcher Centers Limited Partnership, Glimcher York Associates Limited Partnership and Morgantown Mall Associates Limited Partnership; Glimcher Realty Trust's Subsidiary, Glimcher Properties Corporation; and Glimcher Properties Corporation's subsidiaries, Glimcher Holdings, Inc., Glimcher Centers, Inc., Glimcher York, Inc., Glimcher Johnxxx Xxxy, Inc. and Glimcher Grand Central, Inc. The only non-Subsidiary affiliates of the Company or the Guarantor as of the date of this Agreement are the Company's non-qualified REIT subsidiary, Glimcher Development Corporation, and the following joint venture affiliates: Olathe Mall LLC, Great Plains MetroMall LLC, Glimcher/Glaizers NJ MetroMall LLC, Elizxxxxx XxxroMall LLC, Glimcher/Glaizers LA MetroMall LLC, California MetroMall LLC and Johnxxx Xxxy Venture LLC. Neither the Company nor the Guarantor will create or acquire any Subsidiaries or unconsolidated affiliates without prompt written notice to the Banks after such creation or acquisition.
Sample 1
Subsidiaries and Unconsolidated Affiliates. The organizational chart attached as Schedule 6.19 sets forth all of the direct and indirect Subsidiaries and Unconsolidated Affiliates of the Borrower and the Guarantor. The form and jurisdiction of organization of each of the Subsidiaries and Unconsolidated Affiliates, and the Borrower's and the Guarantor's ownership interest therein, is set forth in said Schedule 6.19.
Sample 1
Subsidiaries and Unconsolidated Affiliates. Schedule 9 hereto correctly sets forth as of the date hereof, and each updated Schedule 9 delivered pursuant to Section 8.1(h) sets forth as of the last day of the applicable fiscal quarter, (i) the names and jurisdictions of incorporation or formation of all Subsidiaries and Unconsolidated Affiliates in which Borrower, Parent or any of their Subsidiaries has an Equity Interest as of the date of this Agreement, (ii) the names of the Persons that own Equity Interests in each Subsidiary and the percentage interests owned by each such Person and (iii) the name of the Loan Party or Subsidiary that owns an Equity Interest in each Unconsolidated Affiliate and the percentage interest owned by it. Except as described in Schedule 9 and except for Investments permitted under this Agreement that are made after the Effective Date and described in the updates of Schedule 9 furnished by Borrower from time to time pursuant to Section 8.1(i), neither Borrower nor Parent nor any of their Subsidiaries owns any Equity Interest in any Person. All outstanding shares of capital stock or other Equity Interests, as the case may be, of each Subsidiary and each Unconsolidated Affiliate that are owned by Borrower, Parent or any of their Subsidiaries are (1) (except as described in Schedule 9) owned beneficially by Borrower, Parent or one or more of their Subsidiaries, free and clear of all Liens (other than Permittted Liens), claims, encumbrances Loan No. 102919 and rights of others, and (2) in the case of Equity Interests in each Subsidiary, duly authorized, validly issued, fully paid, nonassessable, and issued in compliance with all applicable state and federal securities laws and other Requirements of Law.
Sample 1

Related to Subsidiaries and Unconsolidated Affiliates

  • No Unconsolidated Entities There are no transactions, arrangements or other relationships between and/or among the Company, any of its affiliates (as such term is defined in Rule 405 of the Securities Act) and any unconsolidated entity, including, but not limited to, any structure finance, special purpose or limited purpose entity that could reasonably be expected to materially affect the Company’s liquidity or the availability of or requirements for its capital resources required to be described in the Disclosure Package and the Prospectus or a document incorporated by reference therein which have not been described as required.

  • Other Subsidiaries Except where a failure to satisfy such representation would not have a Material Adverse Effect, each of the Subsidiaries of the Borrower (other than the Subsidiary Guarantors) (i) is a corporation, limited partnership, general partnership, limited liability company or trust duly organized under the laws of its State of organization and is validly existing and in good standing under the laws thereof, (ii) has all requisite power to own its property and conduct its business as now conducted and as presently contemplated and (iii) is in good standing and is duly authorized to do business in each jurisdiction where Real Estate owned or leased by it is located (to the extent such authorization is required by Applicable Law).

  • Admission of the Corporation into a Consolidated Group; Transfers of Corporate Assets (a) If the Corporation is or becomes a member of an affiliated or consolidated group of corporations that files a consolidated income Tax Return pursuant to Section 1501 or other applicable Sections of the Code governing affiliated or consolidated groups, or any corresponding provisions of U.S. state or local law, then: (i) the provisions of this Agreement shall be applied with respect to the group as a whole; and (ii) Tax Benefit Payments, Early Termination Payments, and other applicable items hereunder shall be computed with reference to the consolidated taxable income of the group as a whole.

  • Subsidiaries All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

  • Subsidiaries and Equity Investments (a) Section 3.3 of the Company Disclosure Schedule sets forth (i) the name of each corporation that is a "Significant Subsidiary" (as such term is defined in Rule 1-02 of Regulation S-X of the Securities and Exchange Commission (the "Commission") (such subsidiaries hereinafter referred to collectively as "Subsidiaries" and individually as a "Subsidiary", and collectively with the Company, the "Companies")), (ii) the name of each corporation, partnership, joint venture or other entity (other than the Subsidiaries) in which any of the Companies has, or pursuant to any agreement has the right or obligation to acquire at any time by any means, directly or indirectly, an equity interest or investment; (iii) in the case of each of such corporations described in clauses (i) and (ii) above, (A) the jurisdiction of incorporation, (B) the capitalization thereof and the percentage of each class of voting capital stock owned by any of the Companies, (C) a description of any contractual limitations on the holder's ability to vote or alienate such securities, (D) a description of any outstanding options or other rights to acquire securities of such corporation, and (E) a description of any other contractual charge or impediment which would materially limit or impair any of the Companies' ownership of such entity or interest or its ability effectively to exercise the full rights of ownership of such entity or interest; and (iv) in the case of each of such unincorporated entities, information substantially equivalent to that provided pursuant to clause (iii) above with regard to corporate entities.

  • Ventures, Subsidiaries and Affiliates; Outstanding Stock and Indebtedness Except as set forth in Disclosure Schedule (3.8), as of the Closing Date, no Credit Party has any Subsidiaries, is engaged in any joint venture or partnership with any other Person, or is an Affiliate of any other Person. All of the issued and outstanding Stock of each Credit Party is owned by each of the Stockholders and in the amounts set forth in Disclosure Schedule (3.8). Except as set forth in Disclosure Schedule (3.8), there are no outstanding rights to purchase, options, warrants or similar rights or agreements pursuant to which any Credit Party may be required to issue, sell, repurchase or redeem any of its Stock or other equity securities or any Stock or other equity securities of its Subsidiaries. All outstanding Indebtedness and Guaranteed Indebtedness of each Credit Party as of the Closing Date (except for the Obligations) is described in Section 6.3 (including Disclosure Schedule (6.3)).

  • Subsidiaries and Joint Ventures Create, acquire or otherwise suffer to exist, or permit any Subsidiary of such Borrower to create, acquire or otherwise suffer to exist, any Subsidiary or joint venture arrangement not in existence as of the date hereof, except in connection with a Permitted Acquisition.

  • Restricted and Unrestricted Subsidiaries Designate any Subsidiary as an Unrestricted Subsidiary only in accordance with the definition of “Unrestricted Subsidiary” contained herein.

  • Subsidiaries and Affiliates of Borrower To the extent the context of any provisions of this Agreement makes it appropriate, including without limitation any representation, warranty or covenant, the word "Borrower" as used in this Agreement shall include all of Borrower's subsidiaries and affiliates. Notwithstanding the foregoing however, under no circumstances shall this Agreement be construed to require Lender to make any Loan or other financial accommodation to any of Borrower's subsidiaries or affiliates.

  • Subsidiaries; Affiliates; Capitalization; Solvency (a) Each Borrower and Guarantor does not have any direct or indirect Subsidiaries or Affiliates and is not engaged in any joint venture or partnership except as set forth in Schedule 8.12 to the Information Certificate.

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