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Foreign Subsidiaries
Foreign Subsidiaries contract clause examples

Subsidiaries. Set forth in Part A of [Schedule IV] is a complete and correct list of all of the Subsidiaries of the Borrower on the Effective Date together with, for each such Subsidiary, # the jurisdiction of organization of such Subsidiary, # each Person holding ownership interests in such Subsidiary, # the nature of the ownership interests held by each such Person and the percentage of ownership of such Subsidiary represented by such ownership interests and # whether such Subsidiary is a Designated Subsidiary or an Excluded Asset (other than a Designated Subsidiary). Except as disclosed in Part A of [Schedule IV], as of the Effective Date, # the Borrower owns, free and clear of Liens (other than any lien permitted by [Section 6.02] hereof), and has the unencumbered right to vote, all outstanding ownership interests in each Subsidiary shown to be held by it in Part A of [Schedule IV], # all of the issued and outstanding capital stock of each such Subsidiary organized as a corporation is validly issued, fully paid and nonassessable (to the extent such concepts are applicable) and # there are no outstanding Equity Interests with respect to such Subsidiary. Each Subsidiary identified on said Part A of [Schedule IV] as a “Designated Subsidiary” qualifies as such under the definition of “Designated Subsidiary” set forth in Section 1.01.

SECTION #Ownership Structure. As of the RestatementSixth Amendment Effective Date, [Schedule 4.24] is a complete and correct list of all Subsidiaries of the Borrower and of each Loan Party setting forth for each such Subsidiary, # the jurisdiction of organization of such Subsidiary, # each Person holding any Capital Securities in such Subsidiary, # the nature of the Capital Securities held by each such Person, and # the percentage of ownership of such Subsidiary represented by such Capital Securities. Except as disclosed in such Schedule, as of the RestatementSixth Amendment Effective Date # the Borrower and its Subsidiaries owns, free and clear of all Liens and has the unencumbered right to vote, all outstanding Capital Securities in each Person shown to be held by it on such Schedule, # all of the issued and outstanding Capital Securities of each Person is, if applicable, validly issued, fully paid and nonassessable and # there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional Capital Securities of any type in, any such Person.

Subsidiaries. [Schedule 5.8] contains an accurate list of all Subsidiaries of the Borrower as of the date of this Agreement, setting forth their respective jurisdictions of organization and the percentage of their respective capital stock or other ownership interests owned by the Borrower or other Subsidiaries. All of the issued and outstanding shares of capital stock or other ownership interests of such Subsidiaries have been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and issued and are fully paid and non-assessable.

Subsidiaries; Corporate Structure. [Schedule 4.11] sets forth, as of the Closing Date, # a list of all Subsidiaries of the Borrower and, as to each such Subsidiary, the jurisdiction of formation and the outstanding Equity Interests therein and the percentage of each class of such Equity Interests owned by the Borrower and its Subsidiaries, and # an indication of such Subsidiaries of the Borrower that are [[Organization A:Organization]]. The Equity Interests indicated as owned (or to be owned) by the Borrower and its Subsidiaries on [Schedule 4.11] are fully paid and non-assessable, to the extent such concept is applicable thereto.

SECTION # Subsidiaries. [Schedule 3.18] identifies as of the Effective Date each Subsidiary of the Borrower, noting # whether such Subsidiary is a Restricted Subsidiary or an Unrestricted Subsidiary, # whether such Subsidiary is a Material Domestic Subsidiary or a Borrowing Base Property Subsidiary, # the jurisdiction of its incorporation or organization, as applicable and # the percentage of issued and outstanding shares or other equity interests of each class of Equity Interests issued by such Subsidiary and, if such percentage is not 100% (excluding directors’ qualifying shares as required by law), a description of each class issued and outstanding. All of the outstanding shares or other Equity Interests of each such Subsidiary are validly issued and outstanding and, to the extent applicable, fully paid and not assessable and, as of the Effective Date, all such shares or other Equity Interests are owned, beneficially and of record, by the Loan Parties free and clear of all Liens other than Liens created under the Loan Documents and restrictions on transfer imposed by applicable securities laws and other Liens permitted hereunder that arise by operation of law. As of the Effective Date, there are no outstanding commitments or other obligations of any Restricted Subsidiary to issue, and no options, warrants or other rights of any Person to acquire, any shares or other equity interests of any class of Equity Interests of any Restricted Subsidiary.

Subsidiaries. Set forth on [Schedule 5.08]-1 is a complete and accurate list as of the Closing Date of each Subsidiary of the Borrower, together with # the jurisdiction of incorporation or organization of each such Subsidiary, # if less than 100%, an indication of the percentage of the outstanding equity owned directly or indirectly by the Borrower in such Subsidiary, # an indication of whether such Subsidiary is a Guarantor. For each Loan Party, [Schedule 5.08]-2 sets forth, as of the Closing Date, # its exact legal name and state of organization, # its chief executive office address, and # its organizational identification number and # whether any such Loan Party has, during the five years preceding the Closing Date # changed its legal name, # changed its state of formation, or # been party to a merger, consolidation or other change in structure, in each case pursuant to this clause (d), in respect of which any Lien associated with its previous name, jurisdiction or predecessor entity currently exists that is not a Permitted Lien. The outstanding Equity Interests of each Restricted Subsidiary are validly issued, fully paid and, if a corporation, non‑assessable.

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