Subsidiary Equity Interests Sample Clauses

Subsidiary Equity Interests. The Subsidiary Equity Interests shall be retained and the legal, equitable, and contractual rights to which the holder of such Allowed Subsidiary Equity Interests is entitled shall remain unaltered.
Sample 1
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Subsidiary Equity Interests. All capital stock issued by each direct Subsidiary of any Debtor that is not an Immaterial Subsidiary is duly authorized and validly issued, fully paid and non-assessable and, to the extent specified on Schedule C to the Security Agreement, represented by certificates. As of the date hereof, the percentage of the issued and outstanding capital stock of each Subsidiary of such Debtor pledged by such Debtor hereunder is as set forth on Schedule C hereto.
Sample 1
Subsidiary Equity Interests. The record and beneficial ownership of the equity interests in each of the Subsidiaries directly or indirectly owned by the Targets owned by such Seller (the “Subsidiary Equity Interests”) is set forth in Section 3.6(a) of the Seller Disclosure Schedule. The Subsidiary Equity Interests constitute all of the issued and outstanding equity interests in the Subsidiaries of the Targets owned by any Seller. No Target owned by a Seller nor any Subsidiary thereof directly or indirectly owns any equity, partnership, membership or similar interest in, or any interest convertible into, exercisable for the purchase of, or exchangeable for, any such equity, partnership, membership or similar interest, or is under any current or prospective obligation to form or participate in, provide funds to, make any loan, capital contribution or other investment in, or assume any liability or obligation of, any other Person. The Subsidiary Equity Interests of each Seller are held free and clear of any Encumbrance, other than Permitted Encumbrances. There are no outstanding obligations, options, warrants, convertible securities or other rights, agreements, arrangements or commitments of any kind relating to the Subsidiary Equity Interests of a Seller or obligating any Subsidiary of any Target owned by such Seller to issue or sell any shares of capital stock of, or any other interest in, any such Subsidiary. There are no outstanding contractual obligations of any Subsidiary of any Target owned by a Seller to repurchase, redeem or otherwise acquire any Subsidiary Equity Interests of such Seller, other than the preferred shares held by the REIT II Preferred Shareholders. There are no agreements or understandings in effect with respect to the voting or transfer of any Subsidiary Equity Interests of any Seller.
Sample 1
Subsidiary Equity Interests. The Company is the sole legal and, under applicable Dutch Law, beneficial (juridische en economische eigenaar) owner of the Subsidiary Equity Interests. The Subsidiary Equity Interests constitute one hundred percent (100%) of the entire issued and outstanding share capital of Admatec and Formatec, respectively.
Sample 1
Subsidiary Equity Interests. All equity interests of Vascular Devices, LLC (the “Subsidiary”) held by the Seller.
Sample 1
Subsidiary Equity Interests. The Company shall retain all of its issued and outstanding shares of stock of, or membership interests in, the Subsidiary Debtors (as defined in the Plan).
Sample 1
Subsidiary Equity Interests. (a) The Subsidiary Equity Interests are hereby duly and validly pledged and hypothecated to the Lender, and the Subsidiary Equity Interests are genuine, free from any restriction on transfer (unless such restriction is noted on any certificate), duly and validly authorized and issued, enforceable in accordance with their terms, and fully paid.
Sample 1
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Subsidiary Equity Interests. (a) Unless and until an Event of Default shall have occurred and shall be continuing, the Grantor shall be entitled to exercise all voting and consensual powers and rights pertaining to the Subsidiary Equity Interests or any part thereof for all purposes not inconsistent with the terms of this Agreement and, except as herein provided or in the Credit Agreement, shall be entitled to receive and retain all dividends paid in respect of any of the Subsidiary Equity Interests or any part thereof. Upon and after the occurrence of an Event of Default and so long as the same is continuing, the Lender shall have the right to the extent permitted by applicable law (but shall not be obligated to exercise such right), and the Grantor shall take all such action as may be necessary or appropriate to give effect to such right, to vote and give consents, ratifications and waivers, and take any other action with respect to any or all of the Subsidiary Equity Interests with the same force and effect as if the Lender were the owner thereof.
Sample 1
Subsidiary Equity Interests. The Company and Holdings shall retain all of their issued and outstanding shares of stock of, or membership interests in, their respective subsidiaries, subject to tax and accounting considerations. Executory Contracts: All executory contracts and unexpired leases not specifically assumed or rejected prior to the date on which the Plan is confirmed, or set forth on a schedule of contracts to be assumed and/or rejected as of the Effective Date pursuant to the order confirming the Plan (the “Confirmation Order”), shall be rejected on and as of the Effective Date.
Sample 1

Related to Subsidiary Equity Interests

  • 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.

  • Equity Interests With respect to any Person, any share of capital stock of (or other ownership or profit interests in) such Person, any warrant, option or other right for the purchase or other acquisition from such Person of any share of capital stock of (or other ownership or profit interests in) such Person, any security convertible into or exchangeable for any share of capital stock of (or other ownership or profit interests in) such Person or warrant, right or option for the purchase or other acquisition from such Person of such shares (or such other interests), and any other ownership or profit interest in such Person (including, without limitation, partnership, member or trust interests therein), whether voting or nonvoting, and whether or not such share, warrant, option, right or other interest is authorized or otherwise existing on any date of determination.

  • Pledged Equity Interests Set forth on Schedule 5.21(f), as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Section 6.02, is a list of (i) all Pledged Equity and (ii) all other Equity Interests required to be pledged to the Administrative Agent pursuant to the Collateral Documents (in each case, detailing the Grantor (as defined in the Security Agreement), the Person whose Equity Interests are pledged, the number of shares of each class of Equity Interests, the certificate number and percentage ownership of outstanding shares of each class of Equity Interests and the class or nature of such Equity Interests (i.e. voting, non-voting, preferred, etc.).

  • 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.

  • 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.

  • Equity Interests and Subsidiaries (a) Schedule 3.07(a) sets forth a list of (i) the Borrower and each Subsidiary of the Borrower and its jurisdiction of incorporation or organization as of the Closing Date and (ii) the number of each class of its Equity Interests authorized, and the number outstanding, on the Closing Date and the number of Equity Interests covered by all outstanding options, warrants, rights of conversion or purchase and similar rights on the Closing Date. All Equity Interests of each Company are duly and validly issued and are fully paid and non-assessable, and, other than the Equity Interests of the Borrower, are owned by Borrower, directly or indirectly, through Wholly Owned Subsidiaries. All Equity Interests of Borrower are owned directly by Holdings. Each Loan Party is the record and beneficial owner of, and has good and marketable title to, the Equity Interests pledged by (or purporting to be pledged by) it under the Security Documents, free of any and all Liens, rights or claims of other persons, except the security interest created by the Security Documents and any Permitted Liens that arise by operation of applicable Legal Requirements and are not voluntarily granted, and, as of the Closing Date, there are no outstanding warrants, options or other rights (including derivatives) to purchase, or shareholder, voting trust or similar agreements outstanding with respect to, or property that is convertible into, or that requires the issuance or sale of, any such Equity Interests (or any economic or voting interests therein).

  • Capital Stock of Subsidiaries All of the outstanding capital stock of, or other equity or voting interest in, each Subsidiary of the Company (i) has been duly authorized, validly issued and is fully paid and nonassessable; and (ii) except for director’s qualifying or similar shares, is owned, directly or indirectly, by the Company, free and clear of all liens (other than Permitted Liens) and any other restriction (including any restriction on the right to vote, sell or otherwise dispose of such capital stock or other equity or voting interest) that would prevent such Subsidiary from conducting its business as of the Effective Time in substantially the same manner that such business is conducted on the date of this Agreement.

  • Pledged Equity Interests, Investment Related Property (a) it is the record and beneficial owner of the Pledged Equity Interests free of all Liens, rights or claims of other Persons and there are no outstanding warrants, options or other rights to purchase, or shareholder, voting trust or similar agreements outstanding with respect to, or property that is convertible into, or that requires the issuance or sale of, any Pledged Equity Interests;

  • Other Equity Interests Subject to the percentage restrictions described above, any and all other Capital Stock or other equity interests owned by the Pledgors in any Domestic Subsidiary or any Foreign Subsidiary.

  • Equity Interest The stock of or other interests in, or warrants or other rights to purchase the stock of or other interests in, any entity that has borrowed money from the Company or that is a tenant of the Company or that is a parent or controlling Person of any such borrower or tenant.

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