Common use of Equity Interests Clause in Contracts

Equity Interests. The authorized and outstanding Equity Interests of each Loan Party, and each legal and beneficial holder thereof as of the Closing Date, are as set forth on Schedule 5.20(a) hereto. All of the Equity Interests of each Loan Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in all material respects with Applicable Law. As of the Closing Date, except for the rights and obligations set forth on Schedule 5.20(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan Parties. As of the Closing Date, except as set forth on Schedule 5.20(c), Loan Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Party, and each legal and beneficial holder thereof as of the Closing Date, are as set forth on Schedule 5.20(a5.24(a) hereto. All of the Equity Interests of each Loan Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b5.24(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c5.24(c), the Loan Parties have not issued any securities convertible into or exchangeable for shares of its respective Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Party, and each legal and beneficial holder thereof as of the Closing Date, are as set forth on Schedule 5.20(a) 5.21 hereto. All of the Equity Interests of each Loan Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b)5.21 hereto as of the Closing Date, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of the Loan Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c)5.21 hereto, the Loan Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Party, and each legal and beneficial holder thereof as of the Closing Datethereof, are as set forth on Schedule 5.20(a) 5.26 hereto. All of the Equity Interests of each Loan Party Parties have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal, provincial and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b)5.26, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c)5.26, Loan Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Party, and each legal and beneficial holder thereof as of the Closing Date, are as set forth on Schedule 5.20(a) 5.21 hereto. All of the Equity Interests of each Loan Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b)5.21 hereto, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of the Loan Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c)5.21 hereto, the Loan Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan PartyParty and each Subsidiary, and each legal and beneficial holder thereof as of the Closing Date, are as set forth on Schedule 5.20(a5.24(a) hereto. All of the Equity Interests of each Loan Party and each Subsidiary have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b5.24(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party Party, any Subsidiary or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan PartiesParties and their Subsidiaries. As of the Closing Date, except Except as set forth on Schedule 5.20(c5.24(c), Loan Parties and their Subsidiaries have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Credit Party, and each legal and beneficial holder thereof as of the Closing DateDate (other than with respect to GLDD), are as set forth on Schedule 5.20(a5.24(a) hereto. All of the Equity Interests of each Loan Credit Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b5.24(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Credit Party or any of the shareholders of any Loan Credit Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan Credit Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c5.24(c), Loan Credit Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan PartyParty (other than Ampco-Pitt Corp.), and each legal and beneficial holder thereof as of the Closing Date, are as set forth on Schedule 5.20(a5.24(a) hereto. All of the Equity Interests of each Loan Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state or provincial laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b5.24(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of any Loan PartiesParty. As of the Closing Date, except Except as set forth on Schedule 5.20(c5.24(c), no Loan Parties have not Party has issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Credit Party, and each legal and beneficial holder thereof as of the Amendment No. 23 Closing DateDate (other than with respect to GLDD), are as set forth on Schedule 5.20(a5.24(a) hereto. All of the Equity Interests of each Loan Credit Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b5.24(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Credit Party or any of the shareholders of any Loan Credit Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan Credit Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c5.24(c), Loan Credit Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Credit Party, and each legal and beneficial holder thereof as of the Amendment No. 2 Closing DateDate (other than with respect to GLDD), are as set forth on Schedule 5.20(a5.24(a) hereto. All of the Equity Interests of each Loan Credit Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b5.24(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Credit Party or any of the shareholders of any Loan Credit Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan Credit Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c5.24(c), Loan Credit Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Party, and each legal and beneficial holder thereof Borrower as of the Closing Date, are Date is as set forth on Schedule 5.20(a) 5.27 hereto. All of the Equity Interests of each Loan Party have Borrower has been duly and validly authorized and issued and are is fully paid and non-assessable (to the extent any of such concepts are applicable) and have has been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b)5.27, as of the Closing Date, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party Borrower or any of the shareholders of any Loan Party Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan PartiesBorrowers. As Except as set forth on Schedule 5.27, as of the Closing Date, except as set forth on Schedule 5.20(c), Loan Parties Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Party, and each legal and beneficial holder thereof as of the Closing Datethereof, are as set forth on Schedule 5.20(a5.24(a) hereto. All of the Equity Interests of each Loan Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b5.24(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of the Loan Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c5.24(c), the Loan Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Credit Party, and each legal and beneficial holder thereof as of the Amendment No. 1 Closing DateDate (other than with respect to GLDD), are as set forth on Schedule 5.20(a5.24(a) hereto. All of the Equity Interests of each Loan Credit Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b5.24(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Credit Party or any of the shareholders of any Loan Credit Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan Credit Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c5.24(c), Loan Credit Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan PartyParty and each Subsidiary, and each legal and beneficial holder thereof as of the Closing Date, are as set forth on Schedule 5.20(a5.23(a) hereto. All of the Equity Interests of each Loan Party and each Subsidiary have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b5.23(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party Party, any Subsidiary or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan PartiesParties and their Subsidiaries. As of the Closing Date, except Except as set forth on Schedule 5.20(c5.23(c), Loan Parties and their Subsidiaries have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Party, and each legal and beneficial holder thereof Borrower as of the Closing Date, are Date is as set forth on Schedule 5.20(a) 5.27 hereto. All of the Equity Interests of each Loan Party have Borrower has been duly and validly authorized and issued and are is fully paid and non-assessable (to the extent any of such concepts are applicable) and have has been sold and delivered to the holders hereof thereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b)5.27, as of the Closing Date there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party Borrower or any of the shareholders of any Loan Party Borrower is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan PartiesBorrowers. As of the Closing Date, except Except as set forth on Schedule 5.20(c)5.27, Loan Parties Borrowers have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Party, and each legal and beneficial holder thereof as of the Closing Date, are as set forth on Schedule 5.20(a) 5.23 hereto. All of the Equity Interests of each Loan Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state Laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b5.23(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c5.23(c), Loan Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Party, and each legal and beneficial holder thereof as of the Closing Date, are as set forth on -145- Schedule 5.20(a) hereto. All of the Equity Interests of each Loan Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in all material respects with Applicable Law. As of the Closing Date, except for the rights and obligations set forth on Schedule 5.20(b), there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of Loan Parties. As of the Closing Date, except as set forth on Schedule 5.20(c), Loan Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.

Equity Interests. The authorized and outstanding Equity Interests of each Loan Party, Party (other than Quantum) and each legal and beneficial holder thereof as of the Closing Date, Date are as set forth on Schedule 5.20(a) 5.18 hereto. All of the Equity Interests of each Loan Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b)5.18 hereto, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of the Loan Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c)5.18 hereto, no Loan Parties have not Party has issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such sharesshares (other than the Warrants).

Equity Interests. The authorized and outstanding Equity Interests of each Loan PartyParty (other than Holdings), and each legal and beneficial holder thereof as of the Closing Date, are as set forth on Schedule 5.20(a) 5.21 hereto. All of the Equity Interests of each Loan Party have been duly and validly authorized and issued and are fully paid and non-assessable (to the extent any of such concepts are applicable) and have been sold and delivered to the holders hereof in compliance in with, or under valid exemption from, all material respects with Applicable Lawfederal and state and provincial laws and the rules and regulations of each Governmental Body governing the sale and delivery of securities. As of the Closing Date, except Except for the rights and obligations set forth on Schedule 5.20(b)5.21 hereto, there are no subscriptions, warrants, options, calls, commitments, rights or agreement by which any Loan Party or any of the shareholders of any Loan Party is bound relating to the issuance, transfer, voting or redemption of shares of its Equity Interests or any pre-emptive rights held by any Person with respect to the Equity Interests of the Loan Parties. As of the Closing Date, except Except as set forth on Schedule 5.20(c)5.21 hereto, the Loan Parties have not issued any securities convertible into or exchangeable for shares of its Equity Interests or any options, warrants or other rights to acquire such shares or securities convertible into or exchangeable for such shares.. ​