Subsidiaries; Interests in Other Persons Sample Clauses

Subsidiaries; Interests in Other Persons. Schedule 4.3 sets forth a true and complete list of the Company Subs, the branches of the Company and Company Subs, and other Persons in which the Company has, directly or indirectly, an equity or other ownership interest, including the name, state or country of organization and the principal place of business of each such subsidiary or other Person and the capitalization of each such subsidiary (including the authorized and issued shares of capital stock of each such subsidiary) and the Company's interest therein. All of the issued and outstanding shares of capital stock of each of the Company Subs have been duly authorized and are validly issued and fully paid (other than the shares of the Company's French Subsidiary), and are free of preemptive, first offer, first refusal or similar rights, and are 100% owned, directly or indirectly, by the Company free and clear of any Liens or limitations on the Company's voting rights, voting trusts or proxies. There are no outstanding subscriptions, options, calls, contracts or other commitments, understandings, restrictions, arrangements, rights or warrants, including any right of conversion or exchange under any outstanding security, instrument or other agreement, obligating any of the Company Subs to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of its capital stock or obligating it to grant, extend or enter into any such agreement or commitment (collectively, "Equity Commitments"). With respect to any Person in which the Company has or had an interest which is not one of the Company Subs (i) neither the Company nor any of the Company Subs is liable, directly or indirectly, for any obligations or Liabilities of any such Person; and (ii) neither the Company nor any of the Company Subs is obligated to redeem or otherwise acquire any shares of such Person or to provide funds to or make any investments in such Person in the form of loans, capital contributions, indemnifications or guarantees. Except as disclosed
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Subsidiaries; Interests in Other Persons. There are no AES Subsidiaries or any other Persons (as defined in Section 10.5 hereof) in which AES has a significant equity or other ownership interest. All of the issued and outstanding shares of capital stock of each AES Subsidiary are validly issued, fully paid, non-assessable and free of preemptive rights, and are owned by AES free and clear of any liens, claims, encumbrances, security interests, equities, charges (collectively, "Liens") or limitations on AES's voting rights, voting trusts or proxies.
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Subsidiaries; Interests in Other Persons. Schedule 5.2 hereto sets forth a true and complete list of all Teletrak Subsidiaries and other Persons in which Teletrak has a significant equity or other ownership interest, including the name, state or country of organization of each such Subsidiary or other Person and Teletrak's interest therein. Except as set forth on Schedule 5.2, all of the issued and outstanding shares of capital stock of each Teletrak Subsidiary are validly issued, fully paid, non-assessable and free of preemptive rights, and are owned by Teletrak free and clear of any Liens or limitations on Teletrak's voting rights, voting trusts or proxies and there are no Equity Commitments in respect of such Subsidiaries' capital stock. With respect to any Person in which Teletrak has an interest that is not a Teletrak Subsidiary (i) except as set forth on Schedule 5.2, neither Teletrak nor any Teletrak Subsidiary is liable, directly or indirectly, for any obligations or liabilities of any such Person; and (ii) neither Teletrak nor any Teletrak Subsidiary is obligated to redeem or otherwise acquire any shares of such Person or to provide funds to or make any investments in such Person in the form of loans, capital contributions or guarantees.
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Related to Subsidiaries; Interests in Other Persons

  • Investments in Other Persons Make or hold, or permit any of its Subsidiaries to make or hold, any Investment in any Person, except:

  • Interests in Other Entities The Company does not own or control, directly or indirectly, an interest in any corporation, partnership, limited liability company, joint venture, trust or other entity.

  • Subsidiaries; Equity Interests; Loan Parties (a) Subsidiaries, Joint Ventures, Partnerships and Equity Investments. Set forth on Schedule 5.20(a), is the following information which is true and complete in all respects as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Sections 6.02 and/or 6.13: (i) a complete and accurate list of all Subsidiaries, joint ventures and partnerships and other equity investments of the Loan Parties as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Sections 6.02 and/or 6.13, (ii) the number of shares of each class of Equity Interests in each Subsidiary outstanding, (iii) the number and percentage of outstanding shares of each class of Equity Interests owned by the Loan Parties and their Subsidiaries and (iv) the class or nature of such Equity Interests (i.e. voting, non-voting, preferred, etc.). The outstanding Equity Interests in all Subsidiaries are validly issued, fully paid and non-assessable and are owned free and clear of all Liens. There are no outstanding subscriptions, options, warrants, calls, rights or other agreements or commitments (other than stock options granted to employees or directors and directors’ qualifying shares) of any nature relating to the Equity Interests of any Loan Party or any Subsidiary thereof, except as contemplated in connection with the Loan Documents.

  • Subsidiaries; Equity Interests The Parent does not own, directly or indirectly, any capital stock, membership interest, partnership interest, joint venture interest or other equity interest in any person.

  • Company Subsidiaries; Equity Interests (a) The Company Disclosure Letter lists each Company Subsidiary and its jurisdiction of organization. Except as specified in the Company Disclosure Letter, all the outstanding shares of capital stock or equity investments of each Company Subsidiary have been validly issued and are fully paid and nonassessable and are as of the date of this Agreement owned by the Company, by another Company Subsidiary or by the Company and another Company Subsidiary, free and clear of all Liens.

  • Subsidiaries; Investments Borrower does not own any stock, partnership interest or other equity securities except for Permitted Investments.

  • Foreign Subsidiaries Subject to the following sentence, in the event that, at any time, Foreign Subsidiaries have, in the aggregate, (i) total revenues constituting 5% or more of the total revenues of Borrower and its Subsidiaries on a consolidated basis, or (ii) total assets constituting 5% or more of the total assets of Borrower and its Subsidiaries on a consolidated basis, promptly (and, in any event, within 30 days after such time) the Borrower shall cause one or more of such Foreign Subsidiaries to become Subsidiary Guarantors and to have their Equity Interests pledged, each in the manner set forth in Section 8.12(a), such that, after such Subsidiaries become Subsidiary Guarantors, the non-guarantor Foreign Subsidiaries in the aggregate shall cease to have revenues or assets, as applicable, that meet the thresholds set forth in clauses (i) and (ii) above. Notwithstanding the foregoing, no Foreign Subsidiary shall be required to become a Subsidiary Guarantor, xxxxx x xxxx on any of its assets in favor of the Lenders, or shall have its Equity Interests pledged to secure the Obligations, to the extent that becoming a Subsidiary Guarantor, granting a lien on any of its assets in favor of the Lenders or providing such pledge would result in adverse tax consequences for Borrower and its Subsidiaries, taken as a whole; provided that, if a Foreign Subsidiary is precluded from becoming a Subsidiary Guarantor or having all of its Equity Interests pledged as a result of such adverse tax consequences, to the extent that such Foreign Subsidiary is a “first tier” Foreign Subsidiary, Borrower shall pledge (or cause to be pledged) 65% of the total number of the Equity Interests of such Foreign Subsidiary to the Lenders to secure the Obligations.

  • Subsidiaries, Etc (a) Set forth in Part A of Schedule III hereto is a complete and correct list, as of the date hereof, of all of the Subsidiaries of the Company, together with, for each such Subsidiary, (i) the jurisdiction of organization of such Subsidiary, (ii) each Person holding ownership interests in such Subsidiary and (iii) the nature of the ownership interests held by each such Person and the percentage of ownership of such Subsidiary represented by such ownership interests. Except as disclosed in Part A of Schedule III hereto, (x) each of the Company and its Subsidiaries owns, free and clear of Liens (other than Liens created pursuant to the Security Documents), and has the unencumbered right to vote, all outstanding ownership interests in each Person shown to be held by it in Part A of Schedule III hereto, (y) all of the issued and outstanding capital stock of each such Person organized as a corporation is validly issued, fully paid and nonassessable and (z) there are no outstanding Equity Rights with respect to such Person.

  • Subsidiaries; Equity Investments 4 2.7 Capitalization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 2.8

  • 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.

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