Subsidiaries; Affiliates; Capitalization; Solvency. (a) Each Borrower and Guarantor does not have any direct or indirect Subsidiaries or Affiliates and is not engaged in any joint venture or partnership except as set forth in Schedule 8.12 to the Information Certificate.
Subsidiaries; Affiliates; Capitalization; Solvency. (a) Borrower does not have any direct or indirect Subsidiaries or Affiliates and is not engaged in any joint venture or partnership except as set forth in Schedule 8.12 to the Information Certificate, subject to the right of Borrower to form or acquire Subsidiaries in accordance with Section 9.10 hereof.
Subsidiaries; Affiliates; Capitalization; Solvency. (a) As of the Closing Date, no Loan Party has any direct or indirect Subsidiaries or Affiliates and is not engaged in any joint venture or partnership except as set forth in Schedule 8.12.
Subsidiaries; Affiliates; Capitalization; Solvency. (a) No US Borrower has any direct or indirect Subsidiaries or Affiliates and is not engaged in any joint venture or partnership except as set forth in its Information Certificate.
Subsidiaries; Affiliates; Capitalization; Solvency. (a) Debtors do not have any direct or indirect subsidiaries or affiliates and are not engaged in any joint venture or partnership except as set forth in the relevant Information Certificate.
Subsidiaries; Affiliates; Capitalization; Solvency. (a) Each Loan Party does not have any direct or indirect Subsidiaries and each Loan Party, Obligor and Foreign Borrower is not engaged in any joint venture or partnership except as set forth in Schedule 8.12 to the Information Certificate, subject to the rights of any such Loan Party, Obligor or Foreign Borrower to (i) create or acquire Subsidiaries in accordance with Section 9.10(j) hereof and (ii) engage in transactions with joint ventures in accordance with Section 9.10(k) hereof.
Subsidiaries; Affiliates; Capitalization; Solvency. (a) Canadian Borrower does not have any direct or indirect Subsidiaries or Affiliates and is not engaged in any joint venture or partnership except as set forth in the Information Certificate.
Subsidiaries; Affiliates; Capitalization; Solvency. (a) No Loan Party has any direct or indirect Subsidiaries nor does any Loan Party own any Equity Securities except for Permitted Investments or as set forth on Schedule 9(a) of the most recent Perfection Certificate delivered to the Agent and the Lenders. (b) Each Loan Party is the record and beneficial owner of all of the issued and outstanding Equity Securities of each of the Subsidiaries listed on Schedule 9(a) of the most recent Perfection Certificate delivered to the Agent and the Lenders as being owned by such Loan Party and there are no proxies, irrevocable or otherwise, with respect to such Equity Securities, and no Equity Securities of any of the Loan Parties or their respective Subsidiaries are or may become required to be issued by reason of any options, warrants, rights to subscribe to, calls or commitments of any kind or nature and there are no contracts, commitments, understandings or arrangements by which any Loan Party or Subsidiary is or may become bound to issue additional Equity Securities or securities convertible into or exchangeable for such Equity Securities. (c) The issued and outstanding Equity Securities of each Loan Party (other than the Borrower) are directly and beneficially owned and held by the Persons indicated on Schedule 9(a) to the Perfection Certificate, and in each case all of such Equity Securities have been duly authorized and are fully paid (to the extent required by the Charter or other organizational documents of the applicable Loan Party) and non-assessable (except as such non-assessibility may be affected by applicable state law), free and clear of all Liens of any kind, except with respect to the security interest therein granted to Agent pursuant to the terms of this Loan Agreement and the other Loan Documents and restrictions on transfer arising under applicable federal and state securities laws. As of the Closing Date, the Equity Securities of RHB Inc. owned by Borrower are uncertificated. (d) As of the Closing Date, after giving effect to the consummation of the Transactions on the Closing Date, including the making of the Loans under this Loan Agreement on the Closing Date, and after giving effect to the application of the proceeds of such Loans, the Loan Party and their respective Subsidiaries, taken as a whole, are Solvent and will continue to be Solvent after the creation of the Obligations, the security interests of the Lenders and the other transactions contemplated hereunder or under the Transaction D...
Subsidiaries; Affiliates; Capitalization; Solvency. (a) As of the date hereof, Borrower does not have any direct or indirect Subsidiaries and is not engaged in any joint venture or partnership.
Subsidiaries; Affiliates; Capitalization; Solvency. (a) Each Borrower and Guarantor does not have any direct or indirect Subsidiaries or Affiliates and is not engaged in any joint venture or partnership except as set forth in Schedule 8.12 to the Information Certificate and except after the effective date of the Merger, (i) the Borrowers and Guarantor will be direct or indirect Subsidiaries of HSC and (ii) as to HSC, to the extent of Subsidiaries of HSC acquired after the date hereof in accordance with Section 9.10 hereof.
