SUBSIDIARIES AND MINORITY INTERESTS Sample Clauses

SUBSIDIARIES AND MINORITY INTERESTS. Section 4.2 of the Company Disclosure Schedule sets forth (a) the name of each Subsidiary of the Company, (b) the jurisdiction of organization for each such Subsidiary, (c) for any such Subsidiary which is not wholly owned, directly or indirectly, by the Company, the percentage interest of the Company in each such Subsidiary and (d) the record ownership of all equity interests in each such Subsidiary. All of the outstanding shares of capital stock of, or other equity interests in, each Subsidiary of the Company have been duly authorized, validly issued and, as applicable, are fully paid and nonassessable. Except as set forth in Section 4.2 of the Company Disclosure Schedule, there are no shares of capital stock or other equity interests of any Subsidiary of the Company issued, reserved for issuance or outstanding, nor are there any outstanding subscriptions, options, warrants, calls, rights (including preemptive rights), commitments or agreements of any character calling for the purchase, redemption or other acquisition or issuance, of any equity securities of any Subsidiary of the Company or requiring any payments based on or related to the value of any equity securities of any Subsidiary of the Company, including any equity securities representing the right to purchase or otherwise receive any other equity securities of any Subsidiaries of the Company. Except as set forth in Section 4.2 of the Company Disclosure Schedule, there are no voting trusts, stockholder agreements, proxies or other similar agreements, including rights of first refusal, in effect with respect to the voting or transfer of any equity interest of any Subsidiary of the Company.
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SUBSIDIARIES AND MINORITY INTERESTS. PART (a)
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SUBSIDIARIES AND MINORITY INTERESTS. (a) Subsidiaries Percentage of Ownership
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SUBSIDIARIES AND MINORITY INTERESTS. Wholly Owned Subsidiaries: BMC West Corporation (Delaware corporation) BMCW SouthCentral, L.P. (a Texas limited partnership) BMC West Corporation SouthCentral (Delaware corporation) BMCW, LLC (Delaware limited liability company) SelectBuild Construction, Inc. (Delaware corporation) SelectBuild, LP (California limited partnership) Xxxxxx Road, LLC (California limited liability company) KBI Norcal (California general partnership) KBI Construction, LLC (Delaware limited liability company) RJ Norcal, LLC (California limited liability company) KBI Stucco, Inc. (Delaware corporation) KBI Norcal Windows, Inc. (Delaware corporation) SelectBuild Florida, LLC (Delaware limited liability company) FSC Construction, Inc. (Delaware corporation) C Construction, Inc. (Delaware corporation) TWF Construction, Inc. (Delaware corporation) H.N.R. Framing Systems, Inc. (California corporation) KBI Windows, Inc. (Delaware corporation) BMC Realty, Inc. (Delaware corporation) BBP Concrete Co. (Arizona corporation) BBP Construction Co. (Arizona corporation) BBP Commercial Co. (Arizona corporation) TBA Materials, LLC (Arizona limited liability company) Seventieth and Northern Avenues Holdings, LLC (Arizona limited liability company) SelectBuild Distribution, LLC (Delaware limited liability company) SelectBuild Arizona, LLC (Delaware limited liability company) Table of Contents
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SUBSIDIARIES AND MINORITY INTERESTS. (a) SUBSIDIARIES The following are wholly-owned Subsidiaries of the Company: Giant Exploration & Production Company, a Texas corporation Giant Industries Arizona, Inc., an Arizona corporation The following are wholly-owned Subsidiaries of Giant Industries Arizona, Inc.: Ciniza Production Company, a New Mexico corporation San Juan Refining Company, a New Mexico corporation Gixxx Four Corners, Inc., an Arizona corporation Phoenix Fuel Company, an Arizona corporation DeGuelle Oil Company, a Colorado corporation Giant Mid-Continent, Inc., an Arizona corporation Giant Stop-N-Go of New Mexico, a New Mexico corporation Ciniza Pipe Line Inc., a New Mexico corporation (Inactive) Giant Refining Company, a New Mexico corporation (Inactive) (b) EQUITY INVESTMENTS None SCHEDULE 8.01
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SUBSIDIARIES AND MINORITY INTERESTS. Except as set forth on the Surviving Company Disclosure, Surviving Company does not have any subsidiaries or, directly or indirectly, equity investments (other than investments as part of a Benefit Plan in the ordinary course of business) in any other person. To the extent that Suviving Company does have a subsidiary, such subsidiary is a corporation duly organized, validly existing and in good standing under the laws of the state of its organization and has all requisite corporate power and authority and any necessary governmental approval to own, lease and operate its properties and to carry on such subsidiary's business. Such subsidiary is duly qualified or licensed and in good standing to do business in each jurisdiction in which the character of the property owned, leased or operated by it or the nature of the business conducted by it makes such qualification or licensing necessary, except where the failure to be so duly qualified or licensed and in good standing would not, individually or in the aggregate, have a Surviving Company Material Adverse Effect. Except as set forth on the Surviving Company Disclosure Schedule, Surviving Company's subsidiary has no operations and has no assets.
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SUBSIDIARIES AND MINORITY INTERESTS. SCHEDULE 6.17 INSURANCE MATTERS ----------------- (Not Applicable) SCHEDULE 8.01 PERMITTED LIENS --------------- SCHEDULE 8.04 PERMITTED INVESTMENTS ---------------------
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Related to SUBSIDIARIES AND MINORITY INTERESTS

  • 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.

  • 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.

  • Indebtedness and Minority Interests After giving effect to the Transactions and the other transactions contemplated hereby, no Company shall have outstanding any Indebtedness or preferred stock other than (i) the Loans and Credit Extensions hereunder, (ii) the Indebtedness listed on Schedule 6.01(b) and (iii) Indebtedness owed to Borrower or any Guarantor.

  • 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.

  • Subsidiaries and Investments The Company does not own, directly or indirectly, any capital stock or other equity, ownership or proprietary interest in any corporation, partnership, association, trust, joint venture or other entity (each a "Company Subsidiary").

  • Subsidiaries and Equity Investments (a) Section 3.3 of the Company Disclosure Schedule sets forth (i) the name of each corporation that is a "Significant Subsidiary" (as such term is defined in Rule 1-02 of Regulation S-X of the Securities and Exchange Commission (the "Commission") (such subsidiaries hereinafter referred to collectively as "Subsidiaries" and individually as a "Subsidiary", and collectively with the Company, the "Companies")), (ii) the name of each corporation, partnership, joint venture or other entity (other than the Subsidiaries) in which any of the Companies has, or pursuant to any agreement has the right or obligation to acquire at any time by any means, directly or indirectly, an equity interest or investment; (iii) in the case of each of such corporations described in clauses (i) and (ii) above, (A) the jurisdiction of incorporation, (B) the capitalization thereof and the percentage of each class of voting capital stock owned by any of the Companies, (C) a description of any contractual limitations on the holder's ability to vote or alienate such securities, (D) a description of any outstanding options or other rights to acquire securities of such corporation, and (E) a description of any other contractual charge or impediment which would materially limit or impair any of the Companies' ownership of such entity or interest or its ability effectively to exercise the full rights of ownership of such entity or interest; and (iv) in the case of each of such unincorporated entities, information substantially equivalent to that provided pursuant to clause (iii) above with regard to corporate entities.

  • Subsidiaries and Joint Ventures Create, acquire or otherwise suffer to exist, or permit any Subsidiary of such Borrower to create, acquire or otherwise suffer to exist, any Subsidiary or joint venture arrangement not in existence as of the date hereof, except in connection with a Permitted Acquisition.

  • Subsidiaries and Affiliates of Borrower To the extent the context of any provisions of this Agreement makes it appropriate, including without limitation any representation, warranty or covenant, the word "Borrower" as used in this Agreement shall include all of Borrower's subsidiaries and affiliates. Notwithstanding the foregoing however, under no circumstances shall this Agreement be construed to require Lender to make any Loan or other financial accommodation to any of Borrower's subsidiaries or affiliates.

  • Ventures, Subsidiaries and Affiliates; Outstanding Stock Except as set forth in Schedule 3.19, as of the Closing Date, no Credit Party and no Subsidiary of any Credit Party (a) has any Subsidiaries, or (b) is engaged in any joint venture or partnership with any other Person. All issued and outstanding Stock and Stock Equivalents of each of the Credit Parties and each of their respective Subsidiaries are duly authorized and validly issued, fully paid, non-assessable, and free and clear of all Liens other than, with respect to the Stock and Stock Equivalents of the Borrower and Subsidiaries of the Borrower, those in favor of Administrative Agent, for the benefit of the Secured Parties. All such securities were issued in compliance with all applicable state and federal laws concerning the issuance of securities. All of the issued and outstanding Stock of each Credit Party (other than Holdings), each Subsidiary of each Credit Party and, as of the Closing Date, Holdings is owned by each of the Persons and in the amounts set forth in Schedule 3.19. Except as set forth in Schedule 3.19 (as supplemented from time to time), there are no pre-emptive or other outstanding rights to purchase, options, warrants or similar rights or agreements pursuant to which any Credit Party may be required to issue, sell, repurchase or redeem any of its Stock or Stock Equivalents or any Stock or Stock Equivalents of its Subsidiaries. Set forth in Schedule 3.19 (as supplemented from time to time) is a true and complete organizational chart of Holdings and all of its Subsidiaries as of the Closing Date, which the Credit Parties shall update as necessary to reflect any changes thereto by notice to Administrative Agent promptly following the completion of any Permitted Acquisition and promptly following the incorporation, organization or formation of any Subsidiary.

  • Ventures, Subsidiaries and Affiliates; Outstanding Stock and Indebtedness Except as set forth in Disclosure Schedule (3.8), as of the Closing Date, no Credit Party has any Subsidiaries, is engaged in any joint venture or partnership with any other Person, or is an Affiliate of any other Person. All of the issued and outstanding Stock of each Credit Party is owned by each of the Stockholders and in the amounts set forth in Disclosure Schedule (3.8). Except as set forth in Disclosure Schedule (3.8), there are no outstanding rights to purchase, options, warrants or similar rights or agreements pursuant to which any Credit Party may be required to issue, sell, repurchase or redeem any of its Stock or other equity securities or any Stock or other equity securities of its Subsidiaries. All outstanding Indebtedness and Guaranteed Indebtedness of each Credit Party as of the Closing Date (except for the Obligations) is described in Section 6.3 (including Disclosure Schedule (6.3)).

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