Common use of Ownership of Group Members Clause in Contracts

Ownership of Group Members. Set forth on Schedule 4.3 is a complete and accurate list showing, as of the Closing Date, for each Group Member (it being understood that SIC, SRAM-SP2 and the SRAM-SP2 Subs are not Group Members as of the Closing Date) and each Subsidiary of any Group Member and each joint venture of any of them, its jurisdiction of organization, the number of shares of each class of Stock authorized (if applicable), the number outstanding on the Closing Date and the number and percentage of the outstanding shares of each such class owned (directly or indirectly) by the Borrower or Holdings. All outstanding Stock of each of them (other than SIC, SRAM-SP2 and the SRAM-SP2 Subs) has been validly issued, is fully paid and non-assessable (to the extent applicable) and, except in the case of Holdings, SIC, SRAM-SP2 and the SRAM-SP2 Subs, is owned beneficially and of record by a Group Member free and clear of all Liens other than the security interests created by the Loan Documents and Liens under clauses (a) and (e) of the definition of Customary Permitted Liens. There are no Stock Equivalents (or debt securities that are convertible into, or exchangeable for, Stock) with respect to the Stock of any Group Member (other than Holdings, SIC, SRAM-SP2 and the SRAM-SP2 Subs) or any Subsidiary of any Group Member and, as of the Closing Date, except as set forth on Schedule 4.3, there are no Stock Equivalents with respect to the Stock (or debt securities that are convertible into, or exchangeable for, Stock) of Holdings. Except as set forth on Schedule 4.3, there are no Contractual Obligations or other understandings to which any Group Member (other than SIC, SRAM-SP2 and the SRAM-SP2 Subs) or any Subsidiary of any Group Member is a party with respect to (including any restriction on) the issuance, voting, Sale or pledge of any Stock or Stock Equivalent of any Group Member or any such Subsidiary or joint venture.

Appears in 1 contract

Samples: Credit Agreement (SRAM International Corp)

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Ownership of Group Members. Set forth on Schedule 4.3 is a complete and accurate list showing, as of the Closing Date, for each Group Member (it being understood that SIC, SRAM-SP2 and the SRAM-SP2 Subs are not Group Members as of the Closing Date) and each Subsidiary of any Group Member and each joint venture of any of them, its jurisdiction of organization, the number of shares of each class of Stock authorized (if applicable), the number outstanding on the Closing Date and the number and percentage of the outstanding shares of each such class owned (directly or indirectly) by the Borrower or Holdings. All outstanding Stock of each of them (other than SIC, SRAM-SP2 and the SRAM-SP2 Subs) has been validly issued, is fully paid and non-assessable (to the extent applicable) and, except in the case of Holdings, SIC, SRAM-SP2 and the SRAM-SP2 Subs, is owned beneficially and of record by a Group Member free and clear of all Liens other than the security interests created by the Loan Documents and Liens under clauses (a) and (e) of the definition of Customary Permitted Liens. There are no Stock Equivalents (or debt securities that are convertible into, or exchangeable for, Stock) with respect to the Stock of any Group Member (other than Holdings, SIC, SRAM-SP2 and the SRAM-SP2 Subs) or any Subsidiary of any Group Member and, as of the Closing Date, except as set forth on Schedule 4.3, there are no Stock Equivalents with respect to the Stock (or debt securities that are convertible into, or exchangeable for, Stock) of Holdings. Except as set forth on Schedule 4.3, there are no Contractual Obligations or other understandings to which any Group Member (other than SIC, SRAM-SP2 and the SRAM-SP2 Subs) ), or any Subsidiary of any Group Member is a party with respect to (including any restriction on) the issuance, voting, Sale or pledge of any Stock or Stock Equivalent of any Group Member or any such Subsidiary or joint venture.

Appears in 1 contract

Samples: Credit Agreement (SRAM International Corp)

Ownership of Group Members. Set forth on Schedule 4.3 is a complete and accurate list showing, as of the Closing Date, for each Group Member (it being understood that SIC, SRAM-SP2 and the SRAM-SP2 Subs are not Group Members as of the Closing Date) and each Subsidiary of any Group Member and each joint venture Joint Venture of any of them, its jurisdiction of organization, the number of shares of each class of Stock authorized (if applicable), the number outstanding on the Closing Date (except for any Joint Venture) and the number and percentage of the outstanding shares of each such class owned (directly or indirectly) by the Borrower or HoldingsBorrower. All outstanding Stock of each of them (other than SIC, SRAM-SP2 and the SRAM-SP2 Subs) has been validly issued, is fully paid and non-assessable (to the extent applicable) and, except in the case of Holdings, SIC, SRAM-SP2 and the SRAM-SP2 SubsBorrower, is owned beneficially and of record by a Group Member free and clear of all Liens other than the security interests created by the Loan Documents, the First Lien Loan Documents and Liens under clauses (a) and (e) of the definition of Customary Permitted Liens. There As of the Closing Date, there are no Stock Equivalents (or debt securities that are convertible into, or exchangeable for, Stock) with respect to the Stock of any Group Member (other than Holdings, SIC, SRAM-SP2 and the SRAM-SP2 SubsBorrower) or any Subsidiary of any Group Member or any Joint Venture of any of them and, as of the Closing Date, except as set forth on Schedule 4.3, there are no Stock Equivalents with respect to the Stock (or debt securities that are convertible into, or exchangeable for, Stock) of Holdingsthe Borrower. Except as set forth on Schedule 4.3permitted pursuant to the Loan Documents, there are no Contractual Obligations or other understandings to which any Group Member (other than SIC, SRAM-SP2 and the SRAM-SP2 Subs) Loan Party or any Subsidiary of any Group Member Joint Venture in which a Loan Party owns an interest is a party with respect to (including any restriction on) the issuance, voting, Sale or pledge of any Stock or Stock Equivalent of any Group Member Loan Party or any such Subsidiary or joint ventureJoint Venture in which a Loan Party owns an interest.

Appears in 1 contract

Samples: Credit Agreement (Westwood One Inc /De/)

Ownership of Group Members. Set forth on Schedule 4.3 is a complete and accurate list showing, as of the Closing Date, for each Group Member (it being understood that SIC, SRAM-SP2 and the SRAM-SP2 Subs are not Group Members as of the Closing Date) and each Subsidiary of any Group Member and each joint venture Joint Venture of any of them, its jurisdiction of organization, the number of shares of each class of Stock authorized (if applicable), the number outstanding on the Closing Date (except for any Joint Venture) and the number and percentage of the outstanding shares of each such class owned (directly or indirectly) by the Borrower or HoldingsBorrower. All outstanding Stock of each of them (other than SIC, SRAM-SP2 and the SRAM-SP2 Subs) has been validly issued, is fully paid and non-assessable (to the extent applicable) and, except in the case of Holdings, SIC, SRAM-SP2 and the SRAM-SP2 SubsBorrower, is owned beneficially and of record by a Group Member free and clear of all Liens other than the security interests created by the Loan Documents, the Second Lien Loan Documents and Liens under clauses (a) and (e) of the definition of Customary Permitted Liens. There As of the Closing Date, there are no Stock Equivalents (or debt securities that are convertible into, or exchangeable for, Stock) with respect to the Stock of any Group Member (other than Holdings, SIC, SRAM-SP2 and the SRAM-SP2 SubsBorrower) or any Subsidiary of any Group Member or any Joint Venture of any of them and, as of the Closing Date, except as set forth on Schedule 4.3, there are no Stock Equivalents with respect to the Stock (or debt securities that are convertible into, or exchangeable for, Stock) of Holdingsthe Borrower. Except as set forth on Schedule 4.3permitted pursuant to the Loan Documents, there are no Contractual Obligations or other understandings to which any Group Member (other than SIC, SRAM-SP2 and the SRAM-SP2 Subs) Loan Party or any Subsidiary of any Group Member Joint Venture in which a Loan Party owns an interest is a party with respect to (including any restriction on) the issuance, voting, Sale or pledge of any Stock or Stock Equivalent of any Group Member Loan Party or any such Subsidiary or joint ventureJoint Venture in which a Loan Party owns an interest.

Appears in 1 contract

Samples: Credit Agreement (Westwood One Inc /De/)

Ownership of Group Members. Set forth on Schedule 4.3 is a complete and accurate list showing, as of the Closing Datedate of this Agreement, for each Group Member (it being understood that SIC, SRAM-SP2 and the SRAM-SP2 Subs are not Group Members as of the Closing Dateother than Holdings) and each Subsidiary of any Group Member and each joint venture of any of them, its jurisdiction of organization, the number of shares of each class of Stock authorized (if applicable), the number outstanding on the Closing Date date of this Agreement and the number and percentage of the outstanding shares of each such class owned (directly or indirectly) by the Borrower or Holdings. All outstanding Stock of each of them (other than SIC, SRAM-SP2 and the SRAM-SP2 Subs) has been validly issued, is fully paid and non-assessable (to the extent applicable) and, except in the case of Holdings, SIC, SRAM-SP2 and the SRAM-SP2 Subs, is owned beneficially and of record by a Group Member (or, in the case of the Borrower, by Holdings) and all such Stock (other than Stock of Holdings) is free and clear of all Liens other than the security interests created by the Loan Documents and Liens under clauses (a) and (e) and, in the case of the definition of Customary joint ventures, Permitted Liens. There are no Stock Equivalents (or debt securities that are convertible into, or exchangeable for, Stock) with respect to the Stock of any Group Member (other than Holdings, SIC, SRAM-SP2 and the SRAM-SP2 Subs) or any Subsidiary of any Group Member or any joint venture of any of them and, as of the Closing Datedate of this Agreement, except as set forth on Schedule 4.3, there are no Stock Equivalents with respect to the Stock (or debt securities that are convertible into, or exchangeable for, Stock) of Holdings. Except as set forth on Schedule 4.3, there There are no Contractual Obligations or other understandings to which any Group Member (other than SICMember, SRAM-SP2 and the SRAM-SP2 Subs) or any Subsidiary of any Group Member or any joint venture of any of them is a party with respect to (including any restriction on) the issuance, voting, Sale or pledge of any Stock or Stock Equivalent of any Group Member or any such Subsidiary or joint venture.

Appears in 1 contract

Samples: Credit Agreement (Parlux Fragrances Inc)

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Ownership of Group Members. Set forth on Schedule 4.3 is a complete and accurate list showing, as of the Closing Date, for the Parent, each Group Member (it being understood that SIC, SRAM-SP2 and the SRAM-SP2 Subs are not Group Members as of the Closing Date) Loan Party and each parent and Subsidiary of any Group Member Loan Party and each joint venture of any of them, its jurisdiction of organization, the number of shares of each class of Stock authorized (if applicable), the number outstanding on the Closing Date and the number and percentage of the outstanding shares of each such class owned (directly or indirectly) by the Borrower or Holdings. 42 SECOND LIEN CREDIT AGREEMENT DANKA OFFICE IMAGING All outstanding Stock of each of them (other than SIC, SRAM-SP2 and the SRAM-SP2 Subs) has been validly issued, is fully paid and non-assessable (to the extent applicable) and, except in the case of Holdings, SIC, SRAM-SP2 and the SRAM-SP2 Subs, is owned beneficially and of record by a Group Member (or, in the case of the Borrower, by Holdings) free and clear of all Liens other than the security interests created by the Loan Documents and Liens under clauses (a) and (e) and, in the case of the definition of Customary joint ventures, Permitted Liens. There are no Stock Equivalents (or debt securities that are convertible into, or exchangeable for, Stock) with respect to the Stock of any Group Member (other than Holdings, SIC, SRAM-SP2 and the SRAM-SP2 Subs) or any Subsidiary of any Group Member or any joint venture of any of them and, as of the Closing Date, except as set forth on Schedule 4.3, there are no Stock Equivalents with respect to the Stock (or debt securities that are convertible into, or exchangeable for, Stock) of Holdings. Except as set forth on Schedule 4.3, there There are no Contractual Obligations or other understandings to which any Group Member (other than SICMember, SRAM-SP2 and the SRAM-SP2 Subs) or any Subsidiary of any Group Member or any joint venture of any of them is a party with respect to (including any restriction on) the issuance, voting, Sale or pledge of any Stock or Stock Equivalent of any Group Member or any such Subsidiary or joint venture.

Appears in 1 contract

Samples: Credit Agreement (Danka Business Systems PLC)

Ownership of Group Members. (a) Set forth on Schedule 4.3 is a complete and accurate list showing, as of the Closing Date, for each Group Member (it being understood that SIC, SRAM-SP2 and the SRAM-SP2 Subs are not Group Members as of the Closing Date) and each Subsidiary of any Group Member and each joint venture of any of them, its jurisdiction of organization, the number of shares of each class of Stock authorized (if applicable), the number outstanding on the Closing Date and the number and percentage of the outstanding shares of each such class owned (directly or indirectly) by the Borrower or Holdingsapplicable holder thereof. All As of the Closing Date, all outstanding Stock of each of them (other than SIC, SRAM-SP2 and the SRAM-SP2 Subs) has been validly issued, is fully paid and non-assessable (to the extent applicable) and, except in the case of Holdings, SIC, SRAM-SP2 and the SRAM-SP2 SubsBorrower, is owned beneficially and of record by a Group Member free and clear of all Liens other than the security interests created by the Loan Documents and Liens under clauses (a) and (e) the Second Lien Loan Documents and, in the case of the definition of Customary joint ventures, Permitted Liens. There are no Stock Equivalents (or debt securities that are convertible into, or exchangeable for, Stock) with respect to the Stock of any Group Member (other than Holdings, SIC, SRAM-SP2 and the SRAM-SP2 Subs) or any Subsidiary of any Group Member andSet forth on Schedule 4.3, as of the Closing Date, is a summary of the outstanding Stock and Stock Equivalents of the Borrower, listing any Person that, to the Borrower’s knowledge, holds greater than 5% of the outstanding Stock of the Borrower. As of the Closing Date, except with respect to the Borrower as set forth described on Schedule 4.3, there are no Stock Equivalents with respect to the Stock (of any Group Member or debt securities that are convertible intoany Subsidiary of any Group Member or any joint venture of any of them. As of the Closing Date, or exchangeable for, Stock) of Holdings. Except as set forth on Schedule 4.3except for the Equity Investors Investment Documents and the Constituent Documents, there are no Contractual Obligations or other understandings to which any Group Member (other than SICMember, SRAM-SP2 and the SRAM-SP2 Subs) or any Subsidiary of any Group Member or any joint venture of any of them is a party with respect to (including any restriction on) the issuance, voting, Sale or pledge of any Stock or Stock Equivalent of any Group Member or any such Subsidiary or joint venture.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Clearlake Capital Partners, LLC)

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