Common use of Ownership of the Operating Subsidiaries Clause in Contracts

Ownership of the Operating Subsidiaries. The Operating Company owns, directly or indirectly, the equity interests in each of the Operating Subsidiaries set forth in Schedule II; such equity interests owned by the Operating Company are duly authorized and validly issued in accordance with the organizational documents of each Operating Subsidiary, as amended or restated on or prior to the date hereof (the “Operating Subsidiaries’ Organizational Documents”) without violation of any preemptive right, resale right, right of first refusal or similar right, and are fully paid (to the extent required under the Operating Subsidiaries’ Organizational Agreements) and nonassessable (except as such nonassessability may be affected by the applicable statutes of the jurisdiction of formation of the applicable Operating Subsidiary); and the Operating Company owns such equity interests free and clear of all Liens except for Liens pursuant to the credit agreements and related security agreements disclosed or referred to in the Pricing Disclosure Package and the Prospectus.

Ownership of the Operating Subsidiaries. The Partnership and the Operating Company ownsown, directly or indirectly, the equity interests in each of the Operating Subsidiaries set forth in Schedule II; such equity interests owned by the Operating Company are have been duly authorized and validly issued in accordance with the organizational documents of each Operating Subsidiary, as amended or restated on or prior to the date hereof (the “Operating Subsidiaries’ Organizational Documents”) without violation of any preemptive right, resale right, right of first refusal or similar right, and are fully paid (to the extent required under the Operating Subsidiaries’ Organizational Agreements) and nonassessable (except as such nonassessability may be affected by the applicable statutes of the jurisdiction of formation of the applicable Operating SubsidiarySubsidiary and except as may be provided in the Operating Subsidiaries’ Organizational Documents); and the Partnership and the Operating Company owns Company, as applicable, own such equity interests free and clear of all Liens except for Liens pursuant to the credit agreements, lease agreements and related security agreements disclosed or referred to in the Pricing Disclosure Package and the Prospectus.

Ownership of the Operating Subsidiaries. The Partnership, Teekay Offshore Holdings and the Operating Company ownsown, directly or indirectly, the equity interests in each of the Operating Subsidiaries set forth in as described on Schedule III; such equity interests owned by the Operating Company are have been duly authorized and validly issued in accordance with the organizational documents of each Operating Subsidiary, as amended or restated on or prior to the date hereof (the “Operating Subsidiaries’ Organizational Documents”) without violation of any preemptive right, resale right, right of first refusal or similar right, and are fully paid (to the extent required under the Operating Subsidiaries’ Organizational Agreements) and nonassessable (except as such nonassessability may be affected by the applicable statutes of the jurisdiction of formation of the applicable Operating SubsidiarySubsidiary and the relevant organizational documents); and the Partnership, Teekay Offshore Holdings and the Operating Company owns Company, as applicable, own such equity interests free and clear of all Liens except for Liens pursuant to the credit agreements and related security agreements disclosed or referred to in the Pricing Disclosure Package and the Prospectus.

Ownership of the Operating Subsidiaries. The Operating Company owns, directly or indirectly, the equity interests in each of the Operating Subsidiaries set forth in Schedule III; such equity interests owned by the Operating Company are duly authorized and validly issued in accordance with the organizational documents of each Operating Subsidiary, as amended or restated on or prior to the date hereof (the “Operating Subsidiaries’ Organizational Documents”) without violation of any preemptive right, resale right, right of first refusal or similar right, and are fully paid (to the extent required under the Operating Subsidiaries’ Organizational Agreements) and nonassessable (except as such nonassessability may be affected by the applicable statutes of the jurisdiction of formation of the applicable Operating Subsidiary); and the Operating Company owns such equity interests free and clear of all Liens except for Liens pursuant to the credit agreements and related security agreements disclosed or referred to in the Pricing Disclosure Package and the Prospectus.

Ownership of the Operating Subsidiaries. The Partnership, Teekay Offshore Holdings, ShuttleCo and the Operating Company ownsown, directly or indirectly, the equity interests in each of the Operating Subsidiaries set forth in as described on Schedule II; such equity interests owned by the Operating Company are have been duly authorized and validly issued in accordance with the organizational documents of each Operating Subsidiary, as amended or restated on or prior to the date hereof (the “Operating Subsidiaries’ Organizational Documents”) ), without violation of any preemptive right, resale right, right of first refusal or similar right, and are fully paid (to the extent required under the Operating Subsidiaries’ Organizational Agreements) and nonassessable (except as such nonassessability may be affected by the applicable statutes of the jurisdiction of formation of the applicable Operating SubsidiarySubsidiary and except as may be provided in the Operating Subsidiaries’ Organizational Documents); and the Partnership, Teekay Offshore Holdings, ShuttleCo and the Operating Company owns Company, as applicable, own such equity interests free and clear of all Liens except for Liens pursuant to the credit agreements, lease agreements and related security agreements disclosed or referred to in the Pricing Disclosure Package and the Prospectus.