Pledged Ownership Interests. (a) The Pledged Ownership Interests identified in Annex 5 are duly authorized, validly existing, fully paid and nonassessable, and none of the Pledged Ownership Interests is subject to any contractual restriction, or any restriction under the organizational documents of any Subsidiary Guarantor, upon the transfer of such Pledged Ownership Interests (except for any such restriction contained in any Transaction Document). Such Pledged Ownership Interests exist in a certificated form. (b) The Pledged Ownership Interests identified in Annex 5 constitute all of the issued and outstanding membership interests or other interests of any class or character in any Subsidiary Guarantor owned by Obligor (whether or not registered in the name of Obligor), and Annex 5 correctly identifies the issuer of such Pledged Ownership Interests and the respective number (and registered owners) of the interests identified in Annex 5. (c) No Person other than Obligor is the registered owner of the Pledged Ownership Interests.
Appears in 7 contracts
Sources: Pledge and Security Agreement (Ormat Funding Corp.), Pledge and Security Agreement (Ormat Funding Corp.), Pledge and Security Agreement (Ormat Funding Corp.)
Pledged Ownership Interests. (a) The Pledged Ownership Interests identified in Annex 5 2 are duly authorized, validly existing, fully paid and nonassessable, and none of the Pledged Ownership Interests is subject to any contractual restriction, or any restriction under the organizational documents of any Subsidiary Guarantorthe Note Issuer, upon the transfer of such Pledged Ownership Interests (except for any such restriction contained in any Transaction Document). Such Pledged Ownership Interests exist in a certificated form.
(b) The Pledged Ownership Interests identified in Annex 5 2 constitute all of the issued and outstanding membership interests or other interests of any class or character in any Subsidiary Guarantor owned by Obligor the Note Issuer (whether or not registered in the name of Obligor), and Annex 5 2 correctly identifies the issuer of such Pledged Ownership Interests and the respective number (and registered owners) of the interests identified in Annex 52.
(c) No Person other than Obligor is the registered owner of the Pledged Ownership Interests.
Appears in 1 contract
Sources: Pledge and Security Agreement (Ormat Funding Corp.)
Pledged Ownership Interests. (a) The Pledged Ownership Interests identified in Annex 5 2 are duly authorized, validly existing, fully paid and nonassessable, and none of the Pledged Ownership Interests is subject to any contractual restriction, or any restriction under the 10 PLEDGE AGREEMENT organizational documents of any Subsidiary GuarantorBorrower, upon the transfer of such Pledged Ownership Interests (except for any such restriction contained in any Transaction DocumentLoan Document or the LLC Agreement). Such Pledged Ownership Interests exist in a certificated formshall not be certificated.
(b) The Pledged Ownership Interests identified in Annex 5 2 constitute all of the issued and outstanding membership interests or other interests of any class or character in any Subsidiary Guarantor Borrower beneficially owned by Obligor (whether or not registered in the name of Obligor), and Annex 5 1 correctly identifies the issuer of such Pledged Ownership Interests and the respective number (and registered owners) of the interests identified in Annex 51.
(c) No Person other than Obligor is the registered owner of the Pledged Ownership Interests.
Appears in 1 contract
Sources: Loan Agreement (Fuelcell Energy Inc)