Schedule 3.1(b) definition
Examples of Schedule 3.1(b) in a sentence
Except as set forth on Schedule 3.1(b), the Company and each of the Subsidiaries is an entity duly incorporated or otherwise organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation or organization, with the requisite power and authority to own and use its properties and assets and to carry on its business as currently conducted.
All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(b).
The parties hereto acknowledge that pursuant hereto, the Borrower has agreed to issue, simultaneously with the execution of this Agreement and in the future, certain shares of the Borrower’s Common Stock.
Schedule 3.1(b) lists the ownership of the outstanding equity interests in such entities, their jurisdiction of organization and indicates whether or not such entities are consolidated with the Company for financial reporting purposes.
Neither the Company nor any Subsidiary is in violation nor default of any of the provisions of its respective certificate or articles of incorporation, bylaws or other organizational or charter documents, except as disclosed on Schedule 3.1(b).
For the avoidance of doubt, the Services shall not include the services described on Schedule 3.1(b).
The Company owns, directly or indirectly, such percentage of the Subsidiary as set forth in Schedule 3.1(b) and such ownership interest is free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities.
Set forth on Schedule 3.1(b) hereto is a true and correct list of each jurisdiction in which the Company is qualified to do business.
Except as set forth in Schedule 3.1(b), the Borrower does not own or control, directly or indirectly, any equity interest in any corporation, company, limited liability company, association, partnership, limited partnership, joint venture or other entity.
The Company has no direct or indirect Subsidiaries other than those listed in Schedule 3.1(b).