Common use of Capitalization and Subsidiaries Clause in Contracts

Capitalization and Subsidiaries. Schedule 3.15 sets forth, as of the Effective Date, (a) a correct and complete list of the name and relationship to the Company of each and all of the Company’s Subsidiaries, (b) a true and complete listing of each class of authorized Equity Interests of each Borrower (other than the Company), of which all of such issued shares are validly issued, outstanding, fully paid and non-assessable (to the extent such concepts are applicable), and owned beneficially and of record by the Persons identified on Schedule 3.15, and (c) the type of entity of the Company and each of its Subsidiaries. All of the issued and outstanding Equity Interests owned by any Loan Party in its Subsidiaries has been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and is fully paid and non assessable.

Appears in 4 contracts

Samples: Credit Agreement (Claiborne Liz Inc), Credit Agreement (Office Depot Inc), Credit Agreement (Fifth & Pacific Companies, Inc.)

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Capitalization and Subsidiaries. Schedule 3.15 3.17 sets forth, as of the Effective Date, (a) a correct and complete list of the name and relationship to the Company of each and all of the Company’s Subsidiaries, (b) a true and complete listing of each class of authorized Equity Interests of each Borrower (other than the Company), of which all of such issued shares are validly issued, outstanding, fully paid and non-assessable (to the extent such concepts are applicable), and owned beneficially and of record by the Persons identified on Schedule 3.153.17, and (c) the type of entity of the Company and each of its Subsidiaries. All of the issued and outstanding Equity Interests owned by any Loan Party in its Subsidiaries has been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and is fully paid and non non-assessable.

Appears in 2 contracts

Samples: Credit Agreement (Brunswick Corp), Credit Agreement (Brunswick Corp)

Capitalization and Subsidiaries. Schedule 3.15 sets forth, as of the Effective Third Restatement Date, (a) a correct and complete list of the name and relationship to the Company of each and all of the Company’s Subsidiariessubsidiaries, (b) a true and complete listing of each class of authorized Equity Interests of each Borrower (other than the Company), of which all of such issued shares are validly issued, outstanding, fully paid and non-assessable (to the extent such concepts are applicable), and owned beneficially and of record by the Persons identified on Schedule 3.15, and (c) the type of entity of the Company and each of its Subsidiariessubsidiaries. All of the issued and outstanding Equity Interests owned by any Loan Party in its Subsidiaries subsidiaries has been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and is fully paid and non non-assessable.

Appears in 2 contracts

Samples: Second Amendment (ODP Corp), Credit Agreement (Office Depot Inc)

Capitalization and Subsidiaries. Schedule 3.15 3.17 sets forth, forth as of the Effective Date, Date (a) a correct and complete list of the name and relationship to the Company Borrower of each and all of the CompanyBorrower’s Subsidiaries, (b) subject to the notes on Schedule 3.17, a true and complete listing of each class of the authorized Equity Interests of each Borrower (other than of the Company)Borrowers’ Subsidiaries, of which all of such issued shares are validly issued, outstanding, fully paid and non-assessable (to the extent such concepts are applicable)assessable, and owned beneficially and of record by the Persons identified on Schedule 3.153.17, and (c) the type of entity of the Company Borrower and each of its Subsidiaries. All of the issued and outstanding Equity Interests owned by any Loan Party in its Subsidiaries has have been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and is fully paid and non non-assessable.

Appears in 2 contracts

Samples: Credit Agreement (Biovail Corp International), Credit Agreement (Biovail Corp International)

Capitalization and Subsidiaries. Schedule 3.15 sets forth, as of the Effective Date, (a) a correct and complete list of the name and relationship to the Company each Borrower of each and all of the Companysuch Borrower’s active Subsidiaries, (b) a true and complete listing of each class of each Borrower’s authorized Equity Interests of each Borrower (other than the Company)Interests, of which all of such issued and outstanding shares are validly issued, issued and outstanding, fully paid and non-assessable (to assessable, and, in the extent such concepts are applicable)case of each Borrower other than Holdings, and owned beneficially and of record by the Persons identified on Schedule 3.15, and (c) the type of entity of the Company each Borrower and each of its Subsidiaries. All of the issued and outstanding Equity Interests owned by any Loan Party in its Subsidiaries has have been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and is are fully paid and non non-assessable.

Appears in 2 contracts

Samples: Credit Agreement (Core-Mark Holding Company, Inc.), Assignment and Assumption (Core-Mark Holding Company, Inc.)

Capitalization and Subsidiaries. Schedule 3.15 3.17 sets forth, as of the Effective Date, (a) a correct and complete list of the name and relationship to the Company of each and all of the Company’s Subsidiaries, (b) a true and complete listing of each class of authorized Equity Interests of each Borrower (other than the Company), of which all of such issued shares are validly issued, outstanding, fully paid and non-assessable (to the extent such concepts are applicable), and owned beneficially and of record by the Persons identified on Schedule 3.153.17, and (c) the type of entity of the Company and each of its Subsidiaries. All of the issued and outstanding Equity Interests owned by any Loan Party in its Subsidiaries has been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and is fully paid and non assessable.

Appears in 2 contracts

Samples: Credit Agreement (Brunswick Corp), Credit Agreement (Brunswick Corp)

Capitalization and Subsidiaries. Schedule 3.15 3.16 sets forth, forth as of the Effective Date, Closing Date (a) a correct and complete list of the name and relationship to the Company Borrower of each and all of the CompanyBorrower’s Subsidiaries, (b) a true and complete listing of each class of each of the Borrower’s authorized Equity Interests of each Borrower (other than the Company)Interests, of which all of such issued shares are validly issued, outstanding, fully paid and non-assessable (to the extent such concepts are applicable)assessable, and owned beneficially and of record record, as of the Closing Date, by the Persons identified on Schedule 3.153.16, and (c) the type of entity of the Company Borrower and each of its Subsidiaries. All As of the Closing Date, all of the issued and outstanding Equity Interests owned by any Loan Party in its Subsidiaries has been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and is fully paid and non non-assessable.

Appears in 1 contract

Samples: Credit Agreement (Bluestem Brands, Inc.)

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Capitalization and Subsidiaries. Schedule 3.15 sets forth, as of the Effective Restatement Date, (a) a correct and complete list of the name and relationship to the Company of each and all of the Company’s Subsidiaries, (b) a true and complete listing of each class of authorized Equity Interests of each Borrower (other than the Company), of which all of such issued shares are validly issued, outstanding, fully paid and non-assessable (to the extent such concepts are applicable), and owned beneficially and of record by the Persons identified on Schedule 3.15, and (c) the type of entity of the Company and each of its Subsidiaries. All of the issued and outstanding Equity Interests owned by any Loan Party in its Subsidiaries has been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and is fully paid and non assessable.

Appears in 1 contract

Samples: Credit Agreement (Office Depot Inc)

Capitalization and Subsidiaries. Schedule 3.15 sets forth, in each case, as of the Effective Date, (a) a correct and complete list of the name and relationship to the Company Borrower of each and all of the CompanyBorrower’s Subsidiaries, (b) a true and complete listing of each class of each of the Borrower’s authorized Equity Interests of each Borrower (other than the Company)Interests, of which all of such issued shares are validly issued, outstanding, fully paid and non-assessable (to the extent such concepts are applicable)assessable, and owned beneficially and of record by the Persons identified on Schedule 3.15, and (c) the type of entity of the Company Borrower and each of its Subsidiaries. All of the issued and outstanding Equity Interests owned by any Loan Party in its Subsidiaries has been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and is fully paid and non assessable.

Appears in 1 contract

Samples: Credit Agreement (Superior Offshore International Inc.)

Capitalization and Subsidiaries. Schedule 3.15 sets forth, as of the Effective Second Restatement Date, (a) a correct and complete list of the name and relationship to the Company of each and all of the Company’s Subsidiariessubsidiaries, (b) a true and complete listing of each class of authorized Equity Interests of each Borrower (other than the Company), of which all of such issued shares are validly issued, outstanding, fully paid and non-assessable (to the extent such concepts are applicable), and owned beneficially and of record by the Persons identified on Schedule 3.15, and (c) the type of entity of the Company and each of its Subsidiariessubsidiaries. All of the issued and outstanding Equity Interests owned by any Loan Party in its Subsidiaries subsidiaries has been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and is fully paid and non non-assessable.

Appears in 1 contract

Samples: Credit Agreement (Office Depot Inc)

Capitalization and Subsidiaries. Schedule 3.15 sets forth, as of the Third Amendment Effective Date, (a) a correct and complete list of the name and relationship to the Company of each and all of the Company’s Subsidiariessubsidiaries, (b) a true and complete listing of each class of authorized Equity Interests of each Borrower (other than the Company), of which all of such issued shares are validly issued, outstanding, fully paid and non-assessable (to the extent such concepts are applicable), and owned beneficially and of record by the Persons identified on Schedule 3.15, and (c) the type of entity of the Company and each of its Subsidiariessubsidiaries. All of the issued and outstanding Equity Interests owned by any Loan Party in its Subsidiaries subsidiaries has been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and is fully paid and non assessable.

Appears in 1 contract

Samples: Fourth Amendment (Office Depot Inc)

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