Common use of Venture Entities Clause in Contracts

Venture Entities. Except for the Hunters Point Interests, there are no equity interests or profit participations of any kind in the Hunters Point Venture. The Hunters Point Venture, directly or indirectly through its wholly owned Subsidiaries, owns all of the outstanding equity interests and profit participations in each of the Subsidiaries of the Hunters Point Venture, in each case, free and clear of all Liens (other than those arising under the Organizational Documents of such Subsidiaries or such as would not reasonably be expected to have a Hunters Point Material Adverse Effect). All of the issued and outstanding interests in the Hunters Point Entities have been duly authorized, are validly issued and, in the case of any corporation, are fully paid and non-assessable. Except for this Agreement, or as set forth in the Organizational Documents of the Hunters Point Entities, there are no rights, subscriptions, warrants, options, conversion rights, preemptive rights, agreements, instruments or understandings of any kind outstanding relating to the acquisition, redemption, disposition, pledge or voting with respect to interests in any of the Hunters Point Entities, or any securities or obligations of any kind convertible into interests in any of the Hunters Point Entities, or entitling any Person to acquire any equity interests in any of the Hunters Point Entities.

Appears in 4 contracts

Samples: Contribution and Sale Agreement (Five Point Holdings, LLC), Contribution and Sale Agreement (Lennar Corp /New/), Contribution and Sale Agreement (Lennar Corp /New/)

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