Subsidiary of Borrower Clause Samples
Subsidiary of Borrower. FRED'S STORES OF TENNESSEE, INC., a Tennessee corporation By: /s/▇▇▇▇▇ ▇. Shore ----------------------------------- Name: ▇▇▇▇▇ ▇. Shore Title: Vice President STATE OF TENNESSEE COUNTY OF SHELBY Before me personally appeared, ▇▇▇▇▇ ▇. Shore, with whom I am personally acquainted (or proved to me on the basis of satisfactory evidence) and who, upon oath, acknowledged himself to be the Vice President of FRED'S STORES OF TENNESSEE, INC., a Tennessee corporation, and that he as such officer being duly authorized so to do, executed the foregoing instrument for the purpose therein contained by signing the name of the company by himself as such officer. WITNESS MY HAND AND OFFICIAL SEAL, at office this 28th day of July 2005. ▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇ Notary Public My Commission Expires: December 28, 2008
Subsidiary of Borrower. All of the outstanding Capital Stock of Borrower and its Subsidiaries of Borrower has been validly issued, is fully paid, is nonassessable, and has not been issued in violation of any preemptive or similar rights. Except as disclosed in Schedule 8.14, there are (a) no outstanding subscriptions, options, warrants, calls, or rights (including, without limitation, preemptive rights) to acquire, and no outstanding securities or instruments convertible into, Capital Stock of Borrower or any of its Subsidiaries, and (b) no shareholder agreements, voting trusts, or similar agreements in effect and binding on any shareholder of Borrower or any of its Subsidiaries or the Capital Stock of Borrower or any of its Subsidiaries. All shares of Capital Stock of Borrower and its Subsidiaries were issued in compliance with all applicable state and federal securities laws.
Subsidiary of Borrower or any other Person, owned by the Closing Date. Except as set forth on Schedule 4.3, there are no options, warrants, rights to purchase or similar rights covering capital Stock for any such Subsidiary. Schedules 4.8(a) and 4.8(b) set forth a complete and correct list of each Theatre owned by Borrower and/or any of its Subsidiaries, including the address and number of screens of each such Theatre, and the ownership thereof.
Subsidiary of Borrower. All of the outstanding Capital Stock of Borrower and each Subsidiary of Borrower has been validly issued, is fully paid, is nonassessable, and has not been issued in violation of any preemptive or similar rights. Except as disclosed in SCHEDULE 8.14, there are (a) no outstanding subscriptions, options, warrants, calls, or rights (including preemptive rights) to acquire, and no outstanding securities or instruments convertible into, Capital Stock of any Subsidiary of Borrower and (b) no shareholder agreements, voting trusts, or similar agreements in effect and binding on any shareholder of Borrower or any Subsidiary of Borrower or the Capital Stock of any
Subsidiary of Borrower. All shares of Capital Stock of Borrower and each Subsidiary of Borrower were issued in compliance with all applicable state and federal securities laws. As of the Closing Date, the aggregate Net Worth, determined on a consolidated basis, of the Non- Granting Domestic Subsidiaries of Borrower is less than or equal to ten percent (10%) of the aggregate Net Worth, determined on a consolidated basis, of the Borrower and all of its Subsidiaries.
Subsidiary of Borrower. Unless specified to the contrary herein, all references herein to an exercise of discretion or judgment by a Lender, to the making of a determination or designation by a Lender, to the application of a Lender’s discretion or opinion, to the granting or withholding of a Lender’s consent or approval, to the consideration of whether a matter or thing is satisfactory or acceptable to a Lender, or otherwise involving the decision making of a Lender, shall be deemed to mean that such Lender shall decide using the reasonable discretion or judgment of a prudent lender.
Subsidiary of Borrower. All references to any Subsidiary of Borrower shall include all those Persons which become Subsidiaries of Borrower upon consummation of the transactions contemplated hereby. Other than for purposes of the definition of "Unrestricted Subsidiary," unless otherwise indicated, all reference herein to any Subsidiary of Borrower shall not include any Unrestricted Subsidiary.
Subsidiary of Borrower. New Borrower hereby joins the Loan Agreement and each of the other appropriate Loan Documents, and agrees to comply with and be bound by all of the terms, conditions and covenants of the Loan Agreement and each of the other appropriate Loan Documents, as if New Borrower were originally named a “Borrower” and/or a “Debtor” therein. Without limiting the generality of the preceding sentence, New Borrower hereby assumes and agrees to pay and perform when due all present and future indebtedness, liabilities and obligations of Borrower under the Loan Agreement, including, without limitation, the Obligations. From and after the date hereof, all references in the Loan Documents to “Borrower” and/or “Debtor” shall be deemed to refer to and include New Borrower. Further, all present and future Obligations of Borrower shall be deemed to refer to all present and future Obligations of New Borrower. New Borrower acknowledges that the Obligations are due and owing to Bank from Borrower including, without limitation, New Borrower, without any defense, offset or counterclaim of any kind or nature whatsoever as of the date hereof.