Subsidiaries (General) Sample Clauses
The "Subsidiaries (General)" clause defines how the term "subsidiaries" is interpreted and applied throughout the agreement. Typically, it clarifies that references to a party include its subsidiaries, which are companies controlled by that party, either directly or indirectly. This clause ensures that obligations, rights, or representations extend not only to the main contracting entity but also to its affiliated companies, thereby preventing ambiguity about the scope of the agreement and ensuring comprehensive coverage of all relevant entities.
Subsidiaries (General). The Company does not presently own or control, directly or indirectly, any interest in any other corporation, partnership, trust, joint venture, association, or other Person, except for (i) one hundred percent (100%) of the equity interests in the HK Company who directly owns one hundred percent (100%) of the equity interests in the Ecommerce Company and (ii) one hundred percent (100%) of the equity interests in the HK Investment Company. The Company was formed solely to acquire and hold the equity interests in the HK Company and the HK Investment Company and since its formation has not engaged in any business and has not incurred any Liability except in the ordinary course of acquiring, managing and disposing of its equity interests in the HK Company and the HK Investment Company. The HK Company was formed solely to acquire and hold the equity interests in the Ecommerce Company and has no other business, except as contemplated by this Agreement, and has not incurred any Liability other than annual filing, maintenance and other standard fees. Each of the PRC Companies (other than Yatsen Pet Products) is engaged primarily in the Business, and has no other activities outside its permitted business scope. All the Proprietary Rights, business contracts and employees of Yatsen Pet Products have been transferred to Ecommerce Company. Yatsen Pet Products has not engaged in any actual business activities. Section 3.4 of the Disclosure Schedule sets forth the accurate and complete corporate chart of the Group Companies and other Persons in which any Group Company or any Founder, directly or indirectly, holds any Equity Securities, indicating the ownership and Control relationship, the nature of the legal entity each Person constitutes and the jurisdiction in which each Person was incorporated, except those Persons in which the Group Companies hold less than five percent (5%) equity ownership on a fully diluted basis with the investment amount for such outstanding equity ownership not exceeding US$1,000,000.
Subsidiaries (General). Section 3.4 of the Disclosure Schedule sets forth a chart showing the accurate and complete equity structure of the Group Companies and all Subsidiaries thereof, indicating the ownership and Control relationships among all Group Companies, Subsidiaries, the Founder Holdcos, the Founders and other shareholders (if any). Except for the Restructuring Agreements, there is no contract among the Warrantors and/or with any other Person with respect to the ownership or Control of any of the Group Companies or Subsidiaries thereof. Except as disclosed in Section 3.4 of the Disclosure Schedule, no Group Company presently owns or Controls, or has ever owned or Controlled, legally or beneficially, directly or indirectly, any interest or share in any other Person or is or was a participant in any joint venture, partnership or similar arrangement. No Group Company is obligated to make any investment in or capital contribution in or on behalf of any other Person. All other Persons which provide services similar to or competing with the Business of the Group Companies and are Controlled by any Founder have been injected into the Group Companies.
Subsidiaries (General). The Company does not presently own or control, directly or indirectly, any interest in any other corporation, partnership, trust, joint venture, association, or other Person, except for one hundred percent (100%) of the equity interests in the HK Subsidiary and ninety-nine percent (99%) of the equity interests in the PRC Subsidiary on the Closing Date. The Company was formed solely to acquire and hold an equity interest in the Global Market Subsidiaries and since its formation has not engaged in any business and has not incurred any liability except in the ordinary course of acquiring, managing and disposing of its equity interest in the Global Market Subsidiaries on the Closing Date. On the Closing Date, the Company owns the equity interests of each Global Market Subsidiary free and clear of all liens, claims, charges and encumbrances, and except Guangzhou Shen Long Computer Science Co., Ltd., no person or entity other than the Company has any right to participate in, or receive any payment based on any amount relating to, the revenue, income, value or net worth of the Global Market Subsidiaries or any component or portion thereof, or any increase or decrease on any of the foregoing.
Subsidiaries (General). The Company does not currently own or Control, directly or indirectly, any interest in any other corporation, partnership, trust, joint venture, limited liability company, association, or other business entity, except for one hundred percent (100%) of the equity interest in the HK Entity, which (i) owns one hundred percent (100%) of the equity interest in the WFOE I, which has entered into a series of Restructuring Documents with the Domestic Company, and (ii) owns one hundred percent (100%) of the equity interest in the WFOE II. The equity interests in and assets of the HK Entity and the WFOEs are free and clear of all Liens, and no Person other than the Company has any right to participate in, or receive any payment based on any amount relating to, the revenue, income, value or net worth of the HK Entity or the WFOEs or any component or portion thereof, or any increase or decrease on any of the foregoing. Except as described in the preceding sentence of this Section 3.3, the Company is not a participant in any joint venture, partnership or similar arrangement. The Company’s interest in the Domestic Company held through the WFOE I through the Restructuring Documents is free and clear of any Liens, and no other Person has any right to participate in, or receive any payment based on any amount relating to, the revenue, income, value or net worth of the Domestic Company or any component or portion thereof, or any increase or decrease in any of the foregoing. As of the date of this Agreement and the date of the Closing, the Domestic Company is 74.50%, 12.40%, 10.00% and 3.10% held by the Key Founder, ▇▇ ▇▇▇▇▇▇ (李丽平), ▇▇▇ ▇▇▇▇▇▇ (罗立刚), and TANG Peng (汤鹏), respectively, and such Persons have obtained the equity holdings in the Domestic Company in compliance with applicable Laws. As of the date of this Agreement and the date of the Closing, the Domestic Company owns one hundred percent (100%) of the equity interest of each of the Tianjin Subsidiary, the Guangzhou Subsidiary, the Ningxia Subsidiary, Real World, Lingbo Subsidiary, Kuaima Subsidiary, Yike Subsidiary and Hebei Subsidiary, and has obtained the equity interest in each of the Tianjin Subsidiary, the Guangzhou Subsidiary, the Ningxia Subsidiary, Real World, Lingbo Subsidiary, Kuaima Subsidiary, Yike Subsidiary and Hebei Subsidiary in compliance with applicable Laws. As of the date of this Agreement and the date of the Closing, Houpu Subsidiary is 70.000% held by the Domestic Company, and it has obtained...
Subsidiaries (General). The Company does not presently own or control, directly or indirectly, any interest in any other corporation, partnership, trust, joint venture, association, or other Person, except for one hundred percent (100%) of the equity interests in the HK Company who directly owns one hundred percent (100%) of the equity interests in the Ecommerce Company. The Company was formed solely to acquire and hold an equity interest in the HK Company and since its formation has not engaged in any business and has not incurred any liability except in the ordinary course of acquiring, managing and disposing of its equity interest in the HK Company. The HK Company was formed solely to acquire and hold the equity interests in the Ecommerce Company and has no other business, except as contemplated by this Agreement, and has not incurred any Liability other than annual filing, maintenance and other standard fees. Each of the PRC Companies (other than Yatsen Pet Products and Yimeng Trading) is engaged primarily in the Business, and has no other activities outside its permitted business scope. All the Proprietary Rights, business contracts and employees of Yatsen Pet Products and Yimeng Trading have been transferred to Ecommerce Company prior to the Closing. Yatsen Pet Products and Yimeng Trading have not engaged in any actual business activities.
Subsidiaries (General). The Company does not presently own or control, directly or indirectly, any interest in any other corporation, partnership, trust, joint venture, association, or other Person, except for (i) one hundred percent (100%) of the equity interests in the PRC Subsidiary, (ii) one hundred percent (100%) of the equity interests in Jnet Holdings Ltd., and (iii) the arrangements contemplated under the Restructuring Agreements with Beijing Blue I.T., Shanghai Jnet, Beijing Jingtian and their respective shareholders. The Company was formed solely to acquire and hold an equity interest in the PRC Subsidiary and since its formation has not engaged in any business and has not incurred any liability except in the ordinary course of acquiring, managing and disposing of its equity interest in the PRC Subsidiary. The PRC Subsidiary is free and clear of all liens, claims, charges and encumbrances, and no person or entity other than the Company has any right to participate in, or receive any payment based on any amount relating to, the revenue, income, value or net worth of the PRC Subsidiary or any component or portion thereof, or any increase or decrease on any of the foregoing.
Subsidiaries (General). The Company does not presently own or control, directly or indirectly, any interest in any other corporation, partnership, trust, joint venture, association, or other Person, except for one hundred percent (100%) of the equity interests in the HK Company who directly owns one hundred percent (100%) of the equity interests in the Ecommerce Company. The Company was formed solely to acquire and hold an equity interest in the HK Company and since its formation has not engaged in any business and has not incurred any liability except in the ordinary course of acquiring, managing and disposing of its equity interest in the HK Company. The HK Company was formed solely to acquire and hold the equity interests in the Ecommerce Company and has no other business, except as contemplated by this Agreement, and has not incurred any Liability other than annual filing, maintenance and other standard fees. Each of the PRC Companies (other than Yatsen Pet Products) is engaged primarily in the Business, and has no other activities outside its permitted business scope. All the Proprietary Rights, business contracts and employees of Yatsen Pet Products have been transferred to Ecommerce Company prior to the Closing. Yatsen Pet Products has not engaged in any actual business activities. Section 3.4 of the Disclosure Schedule sets forth the accurate and complete corporate chart of the Group Companies and other Persons in which any Group Company or any Founder, directly or indirectly, holds any Equity Securities, indicating the ownership and Control relationship, the nature of the legal entity each Person constitutes and the jurisdiction in which each Person was incorporated.
Subsidiaries (General). Save for the Hong Kong Subsidiary, PV Silicon and LDK Solar Polysilicon, the Company does not own of record or beneficially, directly or indirectly, (i) any shares of outstanding equity capital or securities convertible into equity capital of any other corporation, or (ii) any equity, voting or participating interest in any limited liability company, partnership, joint venture or other non-corporate business enterprises.
Subsidiaries (General). The Company does not presently own or control, directly or indirectly, any interest in any other corporation, partnership, trust, joint venture, association, or other Person, except for one hundred percent (100%) of the equity interests in the HK Company who will directly own one hundred percent (100%) of the equity interests in the WFOE upon WFOE’s incorporation. The Company was formed solely to acquire and hold an equity interest in the HK Company and since its formation has not engaged in any business and has not incurred any Liability except in the ordinary course of acquiring, managing and disposing of its equity interest in the HK Company.