Subsidiaries; Indebtedness Sample Clauses
The "Subsidiaries; Indebtedness" clause defines the rules and limitations regarding the debts and financial obligations that a company's subsidiaries may incur. Typically, this clause outlines the types and amounts of indebtedness that are permitted for subsidiaries, and may require the parent company to ensure that subsidiaries do not exceed certain borrowing thresholds or take on prohibited forms of debt. By setting these boundaries, the clause helps manage the overall financial risk to the parent company and its stakeholders, ensuring that subsidiary activities do not jeopardize the financial stability of the broader corporate group.
Subsidiaries; Indebtedness. Certificate Seller has no subsidiaries other than Trusts. Each of Loan Seller’s subsidiaries is set forth on Exhibit B-2. Neither Seller has any Indebtedness other than the Indebtedness created pursuant to this Agreement or as set forth on Exhibit B-1.
Subsidiaries; Indebtedness. (a) Section 3.06(a) of the Seller Disclosure Schedule lists for each Subsidiary of the Company (i) its name and jurisdiction of incorporation or formation; (ii) the Equity Interests in such Subsidiary that are authorized and (iii) the number of Equity Interests that are issued and outstanding, the names of the holders thereof, and the number of Equity Interests held by each such holder. All issued and outstanding Equity Interests in each of any Subsidiary of the Company are duly authorized, validly issued, fully paid and nonassessable, and are not subject to or issued in violation of any purchase option, call option, voting trust agreement, proxy, right of first refusal, preemptive right or subscription right or organizational documents of such Subsidiary or any Contract to which any of the Seller Parties is a party or otherwise bound. All of the outstanding Equity Interests in each Subsidiary of the Company are solely owned, directly or indirectly, by the Company. Seller has furnished or made available to Purchaser correct and complete copies of the organizational documents (and all amendments and modifications thereto) of each of any Subsidiary of the Company. There are no outstanding subscriptions, options, warrants, calls, puts, convertible or exchangeable securities, conversion rights or other Contracts of any nature to which the Company or any of its Subsidiaries is bound obligating it to issue, deliver or sell, or cause to be issued, delivered or sold, Equity Interests of any Subsidiary of the Company or any securities or obligations convertible into or exchangeable for Equity Interests of any such Subsidiary or to grant, extend or enter into any such option, warrant, call, put, convertible security or other Contract. There are no capital appreciation rights, phantom equity rights or plans, securities with participation rights or features, rights entitling any Person to acquire or receive from any of the Subsidiaries of the Company any Equity Interests, or similar obligations and commitments, of the Subsidiaries of the Company. Except for this Agreement and the restrictions set forth on Section 3.06(a) of the Seller Disclosure Schedule, there are no voting trusts, equityholder agreements, proxies or other rights or agreements in effect with respect to the voting, transfer or dividend rights of the Equity Interests of the Subsidiaries of the Company.
(b) With the exception of Equity Interests in Subsidiaries of the Company, as of the date of this Agr...
Subsidiaries; Indebtedness. Schedule 3.1(k) of the Disclosure Schedule sets forth a complete list of each of (a) the Seller’s Subsidiaries and (b) the outstanding Indebtedness of the Seller and its Subsidiaries. Except as would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, the Seller’s Subsidiaries are (x) duly incorporated or organized, validly existing and in good standing under its applicable jurisdiction of organization and (y) duly licensed or qualified to do business and in good corporate standing in each jurisdiction in which the nature of the business conducted by it or the character or location of the properties and assets owned, leased or operated by it makes such licensing or qualification necessary.