Common use of Venture Entities Clause in Contracts

Venture Entities. Section 6.06 of the El Toro Disclosure Schedule sets forth each Contract pursuant to which any of the El Toro Entities is obligated to make payments based on profits or cash flow to any Person (other than one of the El Toro Entities) (each, an “El Toro Participation Agreement”). Except for the El Toro Units and the El Toro Participation Agreements, there are no equity interests or profit participations of any kind in the El Toro Venture. Except for the El Toro Participation Agreements, the El Toro 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 El Toro 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 an El Toro Material Adverse Effect). All of the issued and outstanding interests in the El Toro 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 El Toro 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 El Toro Entities, or any securities or obligations of any kind convertible into interests in any of the El Toro Entities, or entitling any Person to acquire any equity interests in any of the El Toro Entities.