Common use of Subsidiaries; Pledged Equity; Joint Ventures Clause in Contracts

Subsidiaries; Pledged Equity; Joint Ventures. Except as disclosed to the Lender by the Borrower in writing from time to time after the Closing Date, (a) Schedule 3.13(a) sets forth the name and jurisdiction of incorporation or formation of each Subsidiary Guarantor, each other Subsidiary (to the extent that interests in its Capital Stock is owned by a Loan Party), and each first tier 956 Subsidiary whose Capital Stock is owned by a Loan Party and, as to each such Subsidiary, the percentage of each class of Capital Stock owned by any Loan Party and the percentage thereof pledged pursuant to the Security Documents; (b) 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 any Capital Stock of the Borrower or any Subsidiary or any first tier 956 Subsidiary, in each case, whose Capital Stock is owned by a Loan Party, except (i) as created by the Loan Documents and (ii) with respect to any JV Subsidiary; and (c) Schedule 3.13(c) sets forth the name and jurisdiction of incorporation or formation of (i) each joint venture to which the Borrower or a Subsidiary is a party and in which the Net Book Value of the investment of the Borrower or any of its Subsidiaries is greater than $25,000,000 and (ii) each JV Subsidiary.

Appears in 3 contracts

Samples: Security Agreement (Chrysler Group LLC), Lease Agreement (Chrysler Group LLC), Credit Agreement

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Subsidiaries; Pledged Equity; Joint Ventures. Except as disclosed to the Lender Administrative Agent by the Borrower Company in writing from time to time after the Closing Date, (a) Schedule 3.13(a) sets forth the name and jurisdiction of incorporation or formation of each Initial Subsidiary Guarantor, each other Domestic Subsidiary (to the extent that interests in its Capital Stock is owned by a Loan Partyare to be pledged), and each first tier 956 Subsidiary CFC whose Capital Stock is owned by a Loan Party and, as to each such Subsidiary, the percentage of each class of Capital Stock owned by any Loan Party and the percentage thereof pledged pursuant to the Security Documents; (b) 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 any Capital Stock of the Borrower Company or any Subsidiary or any first tier 956 Subsidiary, in each case, CFC whose Capital Stock is owned by a Loan Party, except (i) as created by the Loan Documents and (ii) with respect to any JV Subsidiary; and (c) Schedule 3.13(c) sets forth the name and jurisdiction of incorporation or formation of (i) each joint venture to which the Borrower Company or a Subsidiary is a party and in which the Net Book Value of the investment Investment of the Borrower Company or any of its Subsidiaries is greater than $25,000,000 and 250,000,000, (ii) each JV SubsidiarySubsidiary and (iii) each other Subsidiary of the Company that is not otherwise identified in Schedule 3.13(a).

Appears in 1 contract

Samples: Contribution Agreement (Daimler Ag)

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