SUBSIDIARIES AND MINORITY INTERESTS Clause Samples

The 'Subsidiaries and Minority Interests' clause defines how a company’s relationships with its subsidiaries and entities in which it holds a minority stake are treated under the agreement. Typically, this clause clarifies whether the obligations, rights, or representations in the contract extend to these related entities, and may specify reporting requirements or limitations on the parent company’s liability for their actions. Its core function is to ensure clarity regarding the scope of the agreement, preventing misunderstandings about which entities are covered and managing the allocation of risk between the parties.
SUBSIDIARIES AND MINORITY INTERESTS. Subsidiaries Percentage of Ownership
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SUBSIDIARIES AND MINORITY INTERESTS. Section 4.2 of the Company Disclosure Schedule sets forth (a) the name of each Subsidiary of the Company, (b) the jurisdiction of organization for each such Subsidiary, (c) for any such Subsidiary which is not wholly owned, directly or indirectly, by the Company, the percentage interest of the Company in each such Subsidiary and (d) the record ownership of all equity interests in each such Subsidiary. All of the outstanding shares of capital stock of, or other equity interests in, each Subsidiary of the Company have been duly authorized, validly issued and, as applicable, are fully paid and nonassessable. Except as set forth in Section 4.2 of the Company Disclosure Schedule, there are no shares of capital stock or other equity interests of any Subsidiary of the Company issued, reserved for issuance or outstanding, nor are there any outstanding subscriptions, options, warrants, calls, rights (including preemptive rights), commitments or agreements of any character calling for the purchase, redemption or other acquisition or issuance, of any equity securities of any Subsidiary of the Company or requiring any payments based on or related to the value of any equity securities of any Subsidiary of the Company, including any equity securities representing the right to purchase or otherwise receive any other equity securities of any Subsidiaries of the Company. Except as set forth in Section 4.2 of the Company Disclosure Schedule, there are no voting trusts, stockholder agreements, proxies or other similar agreements, including rights of first refusal, in effect with respect to the voting or transfer of any equity interest of any Subsidiary of the Company.
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SUBSIDIARIES AND MINORITY INTERESTS. SCHEDULE 6.17 INSURANCE MATTERS ----------------- (Not Applicable) SCHEDULE 8.01 PERMITTED LIENS --------------- SCHEDULE 8.04 PERMITTED INVESTMENTS ---------------------
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SUBSIDIARIES AND MINORITY INTERESTS. SUBSIDIARIES The following are wholly-owned Subsidiaries of the Company: Giant Exploration & Production Company, a Texas corporation Giant Industries Arizona, Inc., an Arizona corporation The following are wholly-owned Subsidiaries of Giant Industries Arizona, Inc.: Ciniza Production Company, a New Mexico corporation San Juan Refining Company, a New Mexico corporation Gi▇▇▇ Four Corners, Inc., an Arizona corporation Phoenix Fuel Company, an Arizona corporation DeGuelle Oil Company, a Colorado corporation Giant Mid-Continent, Inc., an Arizona corporation Giant Stop-N-Go of New Mexico, a New Mexico corporation Ciniza Pipe Line Inc., a New Mexico corporation (Inactive) Giant Refining Company, a New Mexico corporation (Inactive) (b) EQUITY INVESTMENTS None SCHEDULE 8.01
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SUBSIDIARIES AND MINORITY INTERESTS. Except as set forth on the Surviving Company Disclosure, Surviving Company does not have any subsidiaries or, directly or indirectly, equity investments (other than investments as part of a Benefit Plan in the ordinary course of business) in any other person. To the extent that Suviving Company does have a subsidiary, such subsidiary is a corporation duly organized, validly existing and in good standing under the laws of the state of its organization and has all requisite corporate power and authority and any necessary governmental approval to own, lease and operate its properties and to carry on such subsidiary's business. Such subsidiary is duly qualified or licensed and in good standing to do business in each jurisdiction in which the character of the property owned, leased or operated by it or the nature of the business conducted by it makes such qualification or licensing necessary, except where the failure to be so duly qualified or licensed and in good standing would not, individually or in the aggregate, have a Surviving Company Material Adverse Effect. Except as set forth on the Surviving Company Disclosure Schedule, Surviving Company's subsidiary has no operations and has no assets.
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SUBSIDIARIES AND MINORITY INTERESTS. Wholly Owned Subsidiaries:
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SUBSIDIARIES AND MINORITY INTERESTS. PART (a)
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Related to SUBSIDIARIES AND MINORITY INTERESTS

  • Company Subsidiaries; Equity Interests (a) The Company Disclosure Letter lists each Company Subsidiary and its jurisdiction of organization. Except as specified in the Company Disclosure Letter, all the outstanding shares of capital stock or equity investments of each Company Subsidiary have been validly issued and are fully paid and nonassessable and are as of the date of this Agreement owned by the Company, by another Company Subsidiary or by the Company and another Company Subsidiary, free and clear of all Liens. (b) Except for its interests in the Company Subsidiaries, the Company does not as of the date of this Agreement own, directly or indirectly, any capital stock, membership interest, partnership interest, joint venture interest or other equity interest in any person.

  • Subsidiaries; Equity Interests The Parent does not own, directly or indirectly, any capital stock, membership interest, partnership interest, joint venture interest or other equity interest in any person.

  • Subsidiaries; Equity Interests; Loan Parties (a) Subsidiaries, Joint Ventures, Partnerships and Equity Investments. Set forth on Schedule 5.20(a), is the following information which is true and complete in all respects as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Sections 6.02 and/or 6.13: (i) a complete and accurate list of all Subsidiaries, joint ventures and partnerships and other equity investments of the Loan Parties as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Sections 6.02 and/or 6.13, (ii) the number of shares of each class of Equity Interests in each Subsidiary outstanding, (iii) the number and percentage of outstanding shares of each class of Equity Interests owned by the Loan Parties and their Subsidiaries and (iv) the class or nature of such Equity Interests (i.e. voting, non-voting, preferred, etc.). The outstanding Equity Interests in all Subsidiaries are validly issued, fully paid and non-assessable and are owned free and clear of all Liens. There are no outstanding subscriptions, options, warrants, calls, rights or other agreements or commitments (other than stock options granted to employees or directors and directors’ qualifying shares) of any nature relating to the Equity Interests of any Loan Party or any Subsidiary thereof, except as contemplated in connection with the Loan Documents.

  • Subsidiaries and Investments The Company does not own, directly or indirectly, any capital stock or other equity, ownership or proprietary interest in any corporation, partnership, association, trust, joint venture or other entity (each a "Company Subsidiary").

  • Subsidiaries and Equity Investments Schedule 3.4 sets forth the name, jurisdiction of incorporation, authorized capitalization and share ownership of the only direct or indirect subsidiary of Seller (the "Acquired Subsidiary") and the jurisdictions in which the Acquired Subsidiary is qualified to do business. As used in the first sentence of this Section 3.4, the term "subsidiary" means any corporation of which Seller, directly or indirectly, owns or controls capital stock representing more than fifty percent of the general voting power under ordinary circumstances of such corporation, except for Buyer, Buyer Parent, American Converting Paper Corporation and any subsidiary of Buyer Parent. Except as disclosed in Schedule 3.4 and except for securities of Buyer Parent, American Converting Paper Corporation and any subsidiary of Buyer Parent, Seller does not own, directly or indirectly, any capital stock or other equity securities of any corporation or have any direct or indirect equity or ownership interest, including interests in partnerships and joint ventures, in any business not listed in Schedule 3.4. Except as disclosed in Schedule 3.4, all of the outstanding capital stock of the Acquired Subsidiary is owned by Seller free and clear of all Encumbrances. All such shares of capital stock have been duly authorized, validly issued and are fully paid and nonassessable. There are no outstanding options, warrants or other rights of any kind to acquire any additional shares of capital stock of the Acquired Subsidiary or securities convertible into or exchangeable for, or that otherwise confer on the holder thereof any right to acquire, any such additional shares, nor is the Acquired Subsidiary committed to issue any such option, warrant, right or security. The Acquired Subsidiary is a corporation duly organized and validly existing and has made all necessary corporate filings required to be made by the Acquired Subsidiary under the laws of its jurisdiction of organization to keep the Acquired Subsidiary in good standing under such laws and has all corporate power and authority to carry on its business as now being conducted and to own its properties and is duly licensed or qualified and in good standing as a foreign corporation in each jurisdiction in which it is required to be so licensed or so qualified, except where the failure to be so licensed or so qualified would not have a Material Adverse Effect on the Acquired Business. Seller has heretofore delivered to Buyer and Buyer Parent complete and correct copies of the certificate and articles of incorporation and all amendments thereto and by-laws or similar corporate organizational documents of the Acquired Subsidiary as currently in effect.