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Formation or Acquisition of Subsidiaries
Formation or Acquisition of Subsidiaries contract clause examples

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.

SECTION # Subsidiaries. As of the Closing Date, all of the outstanding Equity Interests in the and its Subsidiaries have been validly issued and are fully paid and (if applicable) non-assessable, and all Equity Interests owned by Holdings (in the ), and by the or any Subsidiary Guarantor in any of their respective Subsidiaries are owned free and clear of all Liens of any Person except # those Liens created under the Collateral Documents and # any Lien that is permitted under [Section 7.01]. As of the Closing Date, [Schedule 5.12] # sets forth the name and jurisdiction of each Subsidiary, # sets forth the ownership interest of Holdings, the and each Subsidiary in each Subsidiary, including the percentage of such ownership and # identifies each Subsidiary that is a Subsidiary the Equity Interests of which are required to be pledged on the Closing Date pursuant to the Collateral Documents.

5.8Subsidiaries. [Schedule 5.8] contains an accurate list of all Subsidiaries of the Borrower as of the Closing Date, setting forth their respective jurisdictions of organization and the percentage of their respective capital stock or other ownership interests owned by the

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.

Subsidiaries. As of the Closing Date, [Schedule 7.16] is a correct and complete list of the names and relationship to each Borrower of each and all of the Borrowers’ Subsidiaries and such Schedule sets forth each Borrower’s direct and indirect equity interest in each Subsidiary. As of the Closing Date, the outstanding shares of each such Subsidiary owned directly or indirectly by each Borrower are duly authorized, validly issued, fully paid and nonassessable.

Section # Subsidiaries; Equity Interests. As of the Closing Date (after giving effect to the Transactions), no Loan Party has any Subsidiaries (other than Excluded Subsidiaries pursuant to clause (b) of the definition thereof) other than those specifically disclosed in [Schedule 5.11], and all of the outstanding Equity Interests owned by the Loan Parties (or a Subsidiary of any Loan Party) in such material Subsidiaries have been validly issued and are fully paid and all Equity Interests owned by a Loan Party in such material Subsidiaries are owned free and clear of all Liens except # those created under the Collateral Documents and # any Lien that is permitted under ‎[Section 7.01]. As of the Closing Date, [Schedules 1(a)] and 9(a) to the Perfection Certificate # set forth the name and jurisdiction of each Domestic Subsidiary that is a Loan Party and # set forth the ownership interest of the Borrower and any other Guarantor in each wholly owned Subsidiary (other than Excluded Subsidiaries pursuant to clause (b) of the definition thereof), including the percentage of such ownership.

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.

Section #13Subsidiaries. Borrower has no Subsidiaries other than those listed on [Schedule 6.13] (and those Subsidiaries formed or acquired after the Closing Date in compliance with Section 7.13), and [Schedule 6.13] sets forth, as of the Closing Date, the jurisdiction of incorporation or organization of each such Subsidiary and the percentage of Borrower’s ownership interest in such Subsidiary. All of the outstanding capital stock or other equity interests of each Subsidiary described on [Schedule 6.13] has been validly issued, is fully paid, and is nonassessable. Except as set forth on [Schedule 6.13] or as created by the Loan Documents, there are no outstanding subscriptions, options, warrants, calls, rights or other agreements or commitments of any nature relating to any equity interests of Borrower or any Subsidiary.

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.

Section # Subsidiaries. [Schedule 4.14] sets forth the name of, the ownership interest of the applicable Loan Party in, the jurisdiction of incorporation or organization of, and the type of each Subsidiary of the Borrower and the other Loan Parties and identifies each Subsidiary that is a Subsidiary Loan Party, in each case as of the Closing Date.

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