Ownership of Principal Subsidiaries Sample Clauses

Ownership of Principal Subsidiaries. Except as a result of a disposition permitted pursuant to clauses (a) or (b) of Section 7.2.7, the Borrower shall cease to own beneficially and of record all of the capital stock of each Existing Principal Subsidiary.
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Ownership of Principal Subsidiaries. In the case of CSFB Inc., maintain ownership of 100% of (i) the voting common stock of each Principal Subsidiary and (ii) the combined voting power of all capital stock of each Principal Subsidiary entitled to vote in the election of directors; PROVIDED, HOWEVER, that the foregoing shall not prohibit any merger or consolidation of a Principal Subsidiary with or into a Borrower or another Person or any liquidation of a Principal Subsidiary into a Borrower or another Subsidiary of CSFB Inc., so long as the requirements of clauses (i) and (ii) of this sentence are satisfied by CSFB Inc. with respect to the surviving entity in any such merger or consolidation or the Subsidiary receiving such liquidation (in each case if such surviving or receiving entity is not CSFB Inc.). In the case of CSFB (USA), maintain ownership of 100% of (i) the voting common stock of each CSFB Broker-Dealer and (ii) the combined voting power of all capital stock of each CSFB Broker-Dealer entitled to vote in the election of directors; PROVIDED, HOWEVER, that the foregoing shall not prohibit any merger or consolidation of a CSFB Broker-Dealer with or into another Person or any liquidation of a CSFB Broker-Dealer into another Subsidiary of CSFB (USA), so long as the entity surviving such merger or consolidation or receiving such liquidation is a CSFB Broker-Dealer in respect of which the requirements of clauses (i) and (ii) of this sentence are satisfied by CSFB (USA).
Ownership of Principal Subsidiaries. Maintain ownership of 100% of (i) the voting common stock of each Principal Subsidiary and (ii) the combined voting power of all capital stock of each Principal Subsidiary entitled to vote in the election of directors; provided, however, that the foregoing shall not prohibit any merger or consolidation of a Principal Subsidiary with or into the Borrower or another Person or any liquidation of a Principal Subsidiary into the Borrower or another Subsidiary of the Borrower, so long as the requirements of clauses (i) and (ii) of this sentence are satisfied by the Borrower with respect to the surviving entity in such merger or consolidation or the Subsidiary receiving such liquidation (in each case if such surviving or receiving entity is not the Borrower).
Ownership of Principal Subsidiaries. Any of the Principal Subsidiaries are not or cease to be wholly-owned direct or indirect Subsidiaries of the Borrower.

Related to Ownership of Principal Subsidiaries

  • Ownership of Subsidiaries The Borrower will, and will cause each of its Subsidiaries to, take such action from time to time as shall be necessary to ensure that each of its Subsidiaries is a wholly owned Subsidiary.

  • Significant Subsidiaries So long as no Default or Event of Default then exists or arises as a result thereof, the Borrower may from time to time by written notice delivered to the Administrative Agent:

  • Ownership of Properties Except as set forth on Schedule 2, on the date of this Agreement, the Borrower and its Subsidiaries will have good title, free of all Liens other than those permitted by Section 6.15, to all of the Property and assets reflected in the Borrower's most recent consolidated financial statements provided to the Agent as owned by the Borrower and its Subsidiaries.

  • Organization and Ownership of Shares of Subsidiaries (a) Schedule 5.4 is (except as noted therein) a complete and correct list of the Company’s Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary.

  • Material Subsidiaries Each of the Borrower's Material Subsidiaries is a corporation duly incorporated, validly existing and in good standing under the laws of its jurisdiction of incorporation, and has all corporate powers and all material governmental licenses, authorizations, consents and approvals required to carry on its business as now conducted.

  • Good Standing of Subsidiaries Each “significant subsidiary” of the Company (as such term is defined in Rule 1-02 of Regulation S-X) (each, a “Subsidiary” and, collectively, the “Subsidiaries”) has been duly organized and is validly existing in good standing under the laws of the jurisdiction of its incorporation or organization, has corporate or similar power and authority to own, lease and operate its properties and to conduct its business as described in the Registration Statement, the General Disclosure Package and the Prospectus and to enter into and perform its obligations under the agreements to which it is party and is duly qualified to transact business and is in good standing in each jurisdiction in which such qualification is required, whether by reason of the ownership or leasing of property or the conduct of business, except where the failure to so qualify or to be in good standing would not result in a Material Adverse Effect. Except as otherwise disclosed in the Registration Statement, the General Disclosure Package and the Prospectus, all of the issued and outstanding capital stock or other ownership interests of each Subsidiary has been duly authorized and validly issued, is fully paid and non-assessable and is owned by the Company, directly or through subsidiaries, free and clear of any security interest, mortgage, pledge, lien, encumbrance, claim or equity. None of the outstanding shares of capital stock of any Subsidiary were issued in violation of the preemptive or similar rights of any securityholder of such Subsidiary. The only “significant subsidiaries” of the Company are the subsidiaries listed on Schedule C hereto. Except as set forth in the Registration Statement, the General Disclosure Package and the Prospectus, the Company does not own, directly or indirectly, any shares of stock or any other equity or debt securities of any corporation or have any equity or debt interest in any firm, partnership, joint venture, association or other entity that is not a Subsidiary.

  • Organization and Ownership of Shares of Subsidiaries; Affiliates (a) Schedule 5.4 contains (except as noted therein) complete and correct lists (i) of the Company’s Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, (ii) of the Company’s Affiliates, other than Subsidiaries, and (iii) of the Company’s directors and senior officers.

  • Due Organization; Subsidiaries (a) The Company is a corporation duly incorporated, validly existing and in good standing under the Laws of Delaware and has all necessary corporate power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; (ii) to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; and (iii) to perform its obligations under all Contracts by which it is bound.

  • Organization; Subsidiaries (a) The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has the requisite corporate power and authority to carry on its business as it is now being conducted. The Company is duly qualified and licensed as a foreign corporation to do business, and is in good standing (and has paid all relevant franchise or analogous taxes), in each jurisdiction where the character of its assets owned or held under lease or the nature of its business makes such qualification necessary and where the failure to so qualify or be licensed would not individually or in the aggregate reasonably be expected to have a Material Adverse Effect.

  • Ownership of the Borrower Except as set forth in the Partnership Agreement of the Borrower, the Borrower has no obligation to any Person to purchase, repurchase or issue any ownership interest in it.

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