Common use of Equity Interests and Subsidiaries Clause in Contracts

Equity Interests and Subsidiaries. (a) Schedule ‎3.07(a) sets forth a list of (i) each Company and its jurisdiction of incorporation or organization as of the Closing Date and (ii) the number of each class of the Equity Interests of each Company authorized, and the number outstanding, on the Closing Date and the number of shares covered by all outstanding options, warrants, rights of conversion or purchase and similar rights on the Closing Date. All Equity Interests of each Company are duly and validly issued and are fully paid and non-assessable (as applicable). Each Loan Party is the record and beneficial owner of, and has good title to, the Equity Interests pledged (or purporting to be pledged) by it under the Security Documents, free of any and all Liens, rights or claims of other persons and, as of the Closing Date, there are no outstanding warrants, options or other rights to purchase, or shareholder, voting trust or similar agreements outstanding with respect to, or Property that is convertible into, or that requires the issuance or sale of, any such Equity Interests (or any economic of voting interests therein). (b) Other than as required by foreign Legal Requirements with respect to the Equity Interests in any Foreign Subsidiary, no consent of any person including any general or limited partner, any other member or manager of a limited liability company, any shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status (or the maintenance thereof) of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent under the Security Documents or the exercise by the Collateral Agent or any other Secured Party of the voting or other rights provided for in the Security Documents or the exercise of remedies in respect of such Equity Interests. (c) A complete and accurate organization chart, showing the ownership structure of the Companies on the Closing Date, after giving effect to the Transactions, is set forth on Schedule ‎3.07(c).

Equity Interests and Subsidiaries. (a) Schedule ‎3.07(a3.09(a) sets forth a list of (i) each Company all the Subsidiaries and its their jurisdiction of incorporation or organization as of the Closing Fourth Amendment and Restatement Effective Date and (ii) the number of shares of each class of the each Subsidiaries’ Equity Interests of each Company authorized, and the number outstanding, on the Closing Fourth Amendment and Restatement Effective Date and the number of shares covered by all outstanding options, warrants, rights of conversion or purchase and similar rights on at the Closing Fourth Amendment and Restatement Effective Date. All Equity Interests of each Company are duly and validly issued and are fully paid and non-assessable nonassessable and (as applicable)other than shares of Borrower) are owned by Borrower, directly or indirectly, through Wholly Owned Subsidiaries. Each Loan Party is the record and beneficial owner of, and has good and marketable title to, the Equity Interests pledged (or purporting to be pledged) by it under the Security DocumentsAgreement, free of any and all Liens, rights or claims of other persons andpersons, as of except the Closing Datesecurity interest created by the Security Agreement, and there are no outstanding warrants, options or other rights to purchase, or shareholder, voting trust or similar agreements outstanding with respect to, or Property property that is convertible into, or that requires the issuance or sale of, any such Equity Interests (or any economic of voting interests therein)Interests. (b) Other than as required by foreign Legal Requirements with respect to the Equity Interests in any Foreign Subsidiary, no No consent of any person including any other general or limited partner, any other member or manager of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status (or the maintenance thereof) of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Documents Agreement or the exercise by the Collateral Agent or any other Secured Party of the voting or other rights provided for in the Security Documents Agreement or the exercise of remedies in respect of such Equity Intereststhereof. (c) A complete and An accurate organization chart, showing the ownership structure of the Companies Borrower and each Subsidiary on the Closing Fourth Amendment and Restatement Effective Date, and after giving effect to the TransactionsTransaction, is set forth on Schedule ‎3.07(c3.09(c).

Equity Interests and Subsidiaries. (a) Schedule ‎3.07(a3.09(a) sets forth a list of (i) each Company all the Subsidiaries of Borrower and its their jurisdiction of incorporation or organization as of the Closing Amendment Effectiveness Date and (ii) the number of shares of each class of the its Equity Interests of each Company authorized, and the number outstanding, on the Closing Amendment Effectiveness Date and the number of shares covered by all outstanding options, warrants, rights of conversion or purchase and similar rights on at the Closing Amendment Effectiveness Date. All Equity Interests of each Company (other than Holdings) are duly and validly issued and are fully paid and non-assessable (as applicable)and are owned by Holdings or Borrower, directly or indirectly through Wholly Owned Subsidiaries, and all Equity Interests of Borrower are owned directly by Holdings. Each Loan Party is the record and beneficial owner of, and has good and marketable title to, the Equity Interests pledged (or purporting to be pledged) by it under the any Security DocumentsAgreement, free of any and all Liens, rights or claims of other persons andpersons, as of except the Closing Datesecurity interest created by the Security Agreements, and there are no outstanding warrants, options or other rights to purchase, or shareholder, voting trust or similar agreements outstanding with respect to, or Property property that is convertible into, or that requires the issuance or sale of, any such Equity Interests (or any economic of voting interests therein)Interests. (b) Other than as required by foreign Legal Requirements with respect to the Equity Interests in any Foreign Subsidiary, no No consent of any person including any other general or limited partner, any other member or manager of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status (or the maintenance thereof) of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Documents Agreements or the exercise by the Collateral Agent or any other Secured Party of the voting or other rights provided for in the Security Documents Agreements or the exercise of remedies in respect of such Equity Intereststhereof. (c) A complete and An accurate organization chart, showing the ownership structure of the Companies Holdings, Borrower and each Subsidiary on the Closing Date, after giving effect to the Transactions, Amendment Effectiveness Date is set forth on Schedule ‎3.07(c3.09(c).

Equity Interests and Subsidiaries. (a) Schedule ‎3.07(a3.09(a) sets forth a list of (i) each Company all the Subsidiaries and its their jurisdiction of incorporation or organization as of the Closing Third Amendment and Restatement Effective Date and (ii) the number of shares of each class of the each Subsidiaries’ Equity Interests of each Company authorized, and the number outstanding, on the Closing Third Amendment and Restatement Effective Date and the number of shares covered by all outstanding options, warrants, rights of conversion or purchase and similar rights on at the Closing Third Amendment and Restatement Effective Date. All Equity Interests of each Company are duly and validly issued and are fully paid and non-assessable nonassessable and (as applicable)other than shares of Borrower) are owned by Borrower, directly or indirectly, through Wholly Owned Subsidiaries. Each Loan Party is the record and beneficial owner of, and has good and marketable title to, the Equity Interests pledged (or purporting to be pledged) by it under the Security DocumentsAgreement, free of any and all Liens, rights or claims of other persons andpersons, as of except the Closing Datesecurity interest created by the Security Agreement, and there are no outstanding warrants, options or other rights to purchase, or shareholder, voting trust or similar agreements outstanding with respect to, or Property property that is convertible into, or that requires the issuance or sale of, any such Equity Interests (or any economic of voting interests therein)Interests. (b) Other than as required by foreign Legal Requirements with respect to the Equity Interests in any Foreign Subsidiary, no No consent of any person including any other general or limited partner, any other member or manager of a limited liability company, any other shareholder or any other trust beneficiary is necessary or reasonably desirable (from the perspective of a secured party) in connection with the creation, perfection or first priority status (or the maintenance thereof) of the security interest of the Collateral Agent in any Equity Interests pledged to the Collateral Agent for the benefit of the Secured Parties under the Security Documents Agreement or the exercise by the Collateral Agent or any other Secured Party of the voting or other rights provided for in the Security Documents Agreement or the exercise of remedies in respect of such Equity Intereststhereof. (c) A complete and An accurate organization chart, showing the ownership structure of the Companies Borrower and each Subsidiary on the Closing Third Amendment and Restatement Effective Date, and after giving effect to the TransactionsTransaction, is set forth on Schedule ‎3.07(c3.09(c).