Subsidiaries; Equity Investments. 4 2.7 Capitalization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 2.8
Subsidiaries; Equity Investments. The Company does not control directly or indirectly, or have any direct or indirect equity participation in any individual, firm corporation, partnership, limited partnership, limited liability company, trust or other entity ("Person").
Subsidiaries; Equity Investments. As of the Closing Date, the Company has no Subsidiaries other than those specifically disclosed in part (a) of Schedule 5.16, and has no equity investments in any (i) Permitted Partnership other than those specifically disclosed in part (b) of Schedule 5.16 or (ii) other corporation, partnership or other entity other than those specifically disclosed in part (c) of Schedule 5.16. 5.17
Subsidiaries; Equity Investments. (i) (A) Section 5.01(c)(i) of the Company Disclosure Schedule lists the name, jurisdiction of incorporation and record and beneficial owners of the outstanding shares of capital stock for each direct or indirect Subsidiary of the Company, (B) the Company owns, directly or indirectly, all the issued and outstanding equity securities of each of its Subsidiaries, (C) no equity securities of any of its Subsidiaries are or may become required to be issued (other than to the Company or any of its wholly-owned Subsidiaries) by reason of any Right or otherwise, (D) there are no contracts, commitments, understandings or arrangements by which any of its Subsidiaries is or may be bound to sell or otherwise transfer any of its equity securities (other than to the Company or any of its wholly-owned Subsidiaries), (E) there are no contracts, commitments, understandings, or arrangements relating to the Company’s rights to vote or to dispose of such securities and (F) all the equity securities of the Company’s Subsidiaries held by the Company or its Subsidiaries are fully paid and nonassessable and are owned by the Company or its Subsidiaries free and clear of any Liens. The Company Bank is the only Significant Subsidiary of the Company.
Subsidiaries; Equity Investments. 5 4.4 Authority............................................6 4.5 No Conflict with Other Instruments...................6 4.6
Subsidiaries; Equity Investments. The Company does not own or control, directly or indirectly, or have the power to vote the shares of, any capital stock or other ownership interests of any Person.
Subsidiaries; Equity Investments. (a) Schedule 3.05(a) hereto lists, for each Significant Subsidiary of the Company, the name of such Subsidiary, together with (i) the jurisdiction and nature (e.g., corporation, partnership, limited liability company) of its organization, (ii) the number and percentage of shares of each class of such Subsidiary's Equity Securities owned by the Company or any of its Wholly-Owned Subsidiaries, (iii) the identity of the record holder(s) and the name and number of shares of each class of such Subsidiary's Equity Securities owned by any Person other than the Company or its Wholly-Owned Subsidiaries, and (iv) the identity of any Person other than the Company or its Wholly-Owned Subsidiaries that has the right (including upon the passage of time or upon the occurrence of specified events) to acquire any of such Subsidiary's Equity Securities. Such list is true, correct and complete as of the date hereof. The Equity Securities of each such Subsidiary owned, directly or indirectly, by the Company are held free and clear of all Liens except as set forth on Schedule 3.05(a), and all Equity Securities of such Subsidiary have been duly authorized and validly issued and are fully paid and nonassessable.
Subsidiaries; Equity Investments. (a) Each Subsidiary of the Company is a corporation duly incorporated (or other organization duly formed), validly existing and in good standing under the laws of its jurisdiction of incorporation or organization and has all corporate or organizational powers and all governmental licenses, authorizations, permits, consents and approvals required to carry on its business as now conducted, except for those licenses, authorizations, permits, consents and approvals the absence of which would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. Each such Subsidiary is duly qualified to do business as a foreign corporation or other organization and is in good standing in each jurisdiction where such qualification is necessary, except for those jurisdictions where the failure to be so qualified would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.
Subsidiaries; Equity Investments. (a) As of the Closing Date neither the Parent Guarantor nor the Borrower has (a) any Subsidiaries other than those specifically disclosed in part (a) of Schedule 3.12 (as such Schedule may be updated on or prior to the Closing Date in accordance with Section 4.02(l)), and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable (to the extent applicable) and are owned by the Loan Party indicated on Schedule 3.12, or (b) any equity investment in any other corporation or other entity other than those specifically disclosed in part (b) of Schedule 3.12, and such investments described in part (b) of Schedule 3.12 (as such Schedule may be updated on or prior to the Closing Date in accordance with Section 4.02(l)).
Subsidiaries; Equity Investments. Schedule 3.12 sets forth, as of the Availability Date, the name and jurisdiction of organization of, and the percentage of each class of Equity Interests owned by the Borrower or any of its Subsidiaries in, (a) each Subsidiary and (b) each other Person in which the Borrower or any of its Subsidiaries owns any Equity Interests, and identifies each Material Subsidiary.
