Capitalization of Borrowers Clause Samples

Capitalization of Borrowers. The capitalization of each of the Borrowers as of July 31, 2000 is set forth on Exhibit H and is correct and accurate in all material respects. All of the issued and outstanding shares of capital stock of the Borrowers has been duly and validly issued and are fully paid and nonassessable. None of the shares of capital stock of the Borrowers has been issued in violation of the Securities Act of 1933, as amended, or the securities or "Blue Sky" or any other applicable laws, rules or regulations of any applicable jurisdiction. Except as set forth in documents filed with the Securities and Exchange Commission as exhibits to Trendwest's Form 10-K, as of the Closing Date, Trendwest does not have any commitment or obligation, either firm or conditional, to issue, deliver, purchase or sell, under any offer, option agreement, bonus agreement, purchase plan, incentive plan, compensation plan, warrant, conversion rights, contingent share agreement, shareholders agreement, partnership agreement or otherwise, any shares of its capital stock, or other equity securities or securities convertible into shares of capital stock.
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Capitalization of Borrowers. Schedule 5.1(b) hereto sets forth (i) for each corporate Borrower (other than Genesis), (A) the authorized capitalization, (B) the names of the owners (indicating whether they are Borrowers) of the outstanding capital stock, (C) the number and class of shares issued to each such owner and (D) the percentage of outstanding shares of each class of capital stock owned by each such owner, and (ii) for each Borrower which is a partnership, (A) the names of the owners (indicating whether they are Borrowers) of the outstanding equity thereof and (B) the percentage ownership interest of, and type of equity issued to, each such owner. The outstanding equity of each Borrower has been duly authorized and validly issued. All capital stock is fully paid and nonassessable. Each Borrower owns beneficially and of record and has good title to all equity indicated as being owned by it on said Schedule 5.1(b), free and clear of any Lien, except for Liens in favor of the Collateral Agent, for the benefit of the Secured Parties, as contemplated by the Loan Documents and other Permitted Liens. There are no options, warrants, calls, or similar rights relating to equity of the Borrowers. No Excluded Subsidiary has any equity interest in any Borrower.
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Capitalization of Borrowers. There is set forth in EXHIBIT 5.3.1 a complete description of the capitalization of each Borrower, after giving effect to the issuance of the Exchangeable Preferred Stock. All of the capital stock of each Borrower is validly issued, fully paid and non-assessable, and all of such capital stock and the Senior Subordinated Notes have been issued and sold in compliance with all applicable federal and state laws, rules and regulations, including, without limitation, all so-called "Blue-Sky" laws. All of the CBC Common Stock is owned beneficially and of record by Guarantor and all of the CLI Capital Stock is owned beneficially and of record by CBC, in each case free and clear of all Liens except the Security Interests.
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Capitalization of Borrowers. The outstanding equity of each Borrower has been duly authorized and validly issued. All capital stock is fully paid and nonassessable. J & J owns directly or indirectly through other Borrowers, all of the capital stock of each other Borrower. There are no options, warrants, calls, or similar rights relating to equity of the Borrowers.
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Capitalization of Borrowers. The capitalization of each of World Solutions and World Source (expressed both in terms of total number of shares and percentage of each class of stock) is set forth on Exhibit 7.13. All of the issued and outstanding shares of capital stock of each of World Solutions and World Source have been duly authorized and validly issued and are fully paid and nonassessable. No authorized but unissued shares and no treasury shares of World Solutions or World Source are subject to any option, warrant, right to call or commitment of any kind or character except those arising pursuant to the Plans. All of the issued and outstanding shares of capital stock of Holding Company have been duly authorized and validly issued and are fully paid and nonassessable.
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Capitalization of Borrowers. The capitalization of each Borrower (expressed both in terms of total number of shares and percentage of each class of stock) is set forth on Exhibit 7.
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Capitalization of Borrowers. Authorized Stock Outstanding Stock ---------------- ----------------- Company Common Preferred Common Preferred ------- ------ --------- ------ --------- Harold's Stores, Inc. 25,000,000 Series 2001-A 500,000 6,223,508 Series 2001-A 342,653 Series 2002-A 300,000 Series 2002-A 231,550 Series 2003-A 100,000 Series 2003-A 56,742 Series 2006-A 100,000 Series 2006-A 25,000(1) Harold's Financial Corporation 20,000 180,000 20,000 180,000 Harold's Direct, Inc. 50,000 N/A 50,000 N/A Harold's Limited Partners, Inc. 50,000 N/A 500 N/A Harold's DBO, Inc. 50,000 N/A 1,000 N/A HSTX, Inc. 50,000 N/A 1,000 N/A Harold's of Jackson, Inc. 50,000 50,000 ▇▇,000 50,000 The Corner Properties, Inc. 50,000 N/A 50,000 N/A Harold's of Texas, Inc. 25,000 N/A 10,000 N/A a/k/a Southcoast Plaza, Inc. Harold's of White Flint, Inc. 10,000 N/A 10,000 N/A Harold's Stores of Texas, L.P.- owned by HSTX, Inc. (1%) and Harold's Limited Partners, Inc. (99%)
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Capitalization of Borrowers. The following table sets forth the authorized capital Stock of each Borrower, by class, and a description of the number of shares of each such class that are issued and outstanding, in each case as of the Closing Date. Wabash National Corporation Common Stock 68,521,401 200,000,000 Preferred Stock - 25,000,000 Wabash National, L.P. N/A N/A N/A Wabash Wood Products, Inc. Common Stock 100 100 Transcraft Corporation Common Stock 915 3,000 Preferred Stock - 17,000 Wabash National Trailer Centers, Inc. Common Stock 100 400 Preferred Stock - 100 Wabash National Corporation also had 1,988,829 stock options outstanding as of May 31, 2011. Wabash National, L.P. N/A N/A Wabash National Corporation** and Wabash National Trailer Centers, Inc.* N/A Wabash Wood Products, Inc. Common Stock 100 Wabash National Corporation 100 Transcraft Corporation Common Stock 915 Wabash National 3,000 Preferred Stock - Corporation 17,000 Wabash National Trailer Centers, Inc. Common Stock 100 Wabash National 400 Preferred Stock - Corporation 100 WNC Receivables Management Corp. Common Stock 100 Wabash National Corporation 100 WNC Receivables, LLC N/A N/A Wabash National Trailer Centers, Inc. and Wabash National, L.P. N/A Wabash Financing LLC N/A N/A Wabash National Corporation N/A Cloud Oak Flooring Company, Inc. Common Stock 890 Wabash National Corporation 1,000 Wabash National Manufacturing, L.P. N/A N/A Wabash National Corporation* and Wabash National Trailer Centers, Inc.** N/A Wabash National Services, L.P. N/A N/A Wabash National Trailer Centers, Inc.* and Wabash National , L.P.** N/A FTSI Distribution Company, L.P. N/A N/A Wabash National Corporation** and Wabash National Trailer Centers, Inc.* N/A National Trailer Funding, L.L.C. N/A N/A Wabash National Trailer Centers, Inc. N/A Continental Transit Corporation Common Stock 100 Wabash National Corporation 100 * Indicates a general partner ** Indicates a limited partner There are no subscriptions, options, warrants, or calls relating to any shares of Borrowers’ Subsidiaries’ capital Stock. Wabash National Corporation DE Wabash National, L.P. DE Wabash Wood Products, Inc. AR Transcraft Corporation DE Wabash National Trailer Centers, Inc. DE WNC Receivables Management Corp. DE WNC Receivables, LLC DE Wabash Financing LLC DE Cloud Oak Flooring Company, Inc. AR Wabash National Manufacturing, L.P. DE Wabash National Services, L.P. DE FTSI Distribution Company, L.P. DE National Trailer Funding, L.L.C. DE Continental Transit Corporation I...
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Related to Capitalization of Borrowers

  • Organization of Borrower The Borrower is a corporation duly formed and existing under the laws of the state where organized.

  • Condition of Borrowers Each Guarantor acknowledges and agrees that it has the sole responsibility for, and has adequate means of, obtaining from the Borrowers and any other guarantor such information concerning the financial condition, business and operations of the Borrowers and any such other guarantor as such Guarantor requires, and that none of the Secured Parties has any duty, and such Guarantor is not relying on the Secured Parties at any time, to disclose to it any information relating to the business, operations or financial condition of the Borrowers or any other guarantor (each Guarantor waiving any duty on the part of the Secured Parties to disclose such information and any defense relating to the failure to provide the same).

  • Location of Borrower The Borrower's place of business (or, if the Borrower has more than one place of business, its chief executive office) is located at the address listed under the Borrower's signature on this Agreement.

  • Condition of Borrower Each Guarantor acknowledges and agrees that it has the sole responsibility for, and has adequate means of, obtaining from the Borrower and any other guarantor such information concerning the financial condition, business and operations of the Borrower and any such other guarantor as such Guarantor requires, and that none of the Secured Parties has any duty, and such Guarantor is not relying on the Secured Parties at any time, to disclose to it any information relating to the business, operations or financial condition of the Borrower or any other guarantor (each Guarantor waiving any duty on the part of the Secured Parties to disclose such information and any defense relating to the failure to provide the same).

  • Capitalization of Subsidiaries All the outstanding shares of capital stock (if any) of each subsidiary of the Company have been duly authorized and validly issued, are fully paid and nonassessable and, except to the extent set forth in the General Disclosure Package or the Prospectus, are owned by the Company directly or indirectly through one or more wholly-owned subsidiaries, free and clear of any claim, lien, encumbrance, security interest, restriction upon voting or transfer or any other claim of any third party.