Common use of Subsidiaries; Capitalization Clause in Contracts

Subsidiaries; Capitalization. As of the Restatement Date, the Borrower has only the Subsidiaries set forth on, and the authorized, issued and outstanding Capital Stock of the Borrower and each such Subsidiary is as set forth on, Schedule 4.1. As of the Restatement Date, the Borrower has only the Domestic Subsidiaries as set forth on Schedule 4.1. As of the Restatement Date, except as set forth on Schedule 4.1, the shares of, or partnership or other interests in, each Subsidiary of the Borrower are owned beneficially and of record by the Borrower or another Subsidiary of the Borrower, are free and clear of all Liens and are duly authorized, validly issued, fully paid and nonassessable. As of the Restatement Date, except as set forth on Schedule 4.1, (i) neither the Borrower nor any of its Subsidiaries has issued any securities convertible into, or options or warrants for, any common or preferred equity securities thereof, (ii) there are no agreements, voting trusts or understandings binding upon the Borrower or any of its Subsidiaries with respect to the voting securities of the Borrower or any of its Subsidiaries or affecting in any manner the sale, pledge, assignment or other disposition thereof, including any right of first refusal, option, redemption, call or other right with respect thereto, whether similar or dissimilar to any of the foregoing, and (iii) all of the outstanding Capital Stock of each Subsidiary of the Borrower is owned by the Borrower or another Subsidiary of the Borrower.

Subsidiaries; Capitalization. As of the Restatement Effective Date, (i) the Parent Borrower has only the Subsidiaries set forth onon Schedule 4.1, (ii) the authorized and the authorized, issued and outstanding Capital Stock of the Parent Borrower and each such Subsidiary is as set forth onin the Report on Form 10-K filed by the Parent Borrower with the SEC for the fiscal year ended December 27, 2003, (iii) the authorized and issued and outstanding Capital Stock of each Guarantor is as set forth on Schedule 4.1. As 4.1 and (iv) the percentage owned by the Parent Borrower of the Restatement Date, the Borrower has only the Domestic Subsidiaries issued and outstanding Capital Stock of each other Subsidiary is as set forth on Schedule 4.1. As of the Restatement Date, except Except as set forth on Schedule 4.1, the shares of, or partnership or other interests in, each Subsidiary of the Parent Borrower are owned beneficially and of record by the Parent Borrower or another Subsidiary of the Parent Borrower, are free and clear of all Liens (other than Permitted Liens) and are duly authorized, validly issued, fully paid and nonassessable. As of the Restatement Effective Date, except as set forth on Schedule 4.1, (i) neither the Parent Borrower nor any of its Subsidiaries has issued any securities convertible into, or options or warrants for, any common or preferred equity securities thereof, (ii) there are no agreements, voting trusts or understandings binding upon the Parent Borrower or any of its Subsidiaries with respect to the voting securities of the Parent Borrower or any of its Subsidiaries or affecting in any manner the sale, pledge, assignment or other disposition thereof, including any right of first refusal, option, redemption, call or other right with respect thereto, whether similar or dissimilar to any of the foregoing, and (iii) all of the Table of Contents outstanding Capital Stock of each Subsidiary of the Parent Borrower is owned by the Parent Borrower or another Subsidiary of the Parent Borrower.

Subsidiaries; Capitalization. As of the Restatement Effective Date, the Borrower has only the Subsidiaries set forth on, and the authorized, issued and outstanding Capital Stock of the Borrower and each such Subsidiary is as set forth on, Schedule 4.1. As of the Restatement Effective Date, the Borrower has only the Domestic Subsidiaries as set forth on Schedule 4.1. As of the Restatement Effective Date, except as set forth on Schedule 4.1, the shares of, or partnership or other interests in, each Subsidiary of the Borrower are owned beneficially and of record by the Borrower or another Subsidiary of the Borrower, are free and clear of all Liens and are duly authorized, validly issued, fully paid and nonassessable. As of the Restatement Effective Date, except as set forth on Schedule 4.1, (i) neither the Borrower nor any of its Subsidiaries has issued any securities convertible into, or options or warrants for, any common or preferred equity securities thereof, (ii) there are no agreements, voting trusts or understandings binding upon the Borrower or any of its Subsidiaries with respect to the voting securities of the Borrower or any of its Subsidiaries or affecting in any manner man ner the sale, pledge, assignment or other disposition thereof, including any right of first refusal, option, redemptionre demption, call or other right with respect thereto, whether similar or dissimilar to any of the foregoing, and (iii) all of the outstanding Capital Stock of each Subsidiary of the Borrower is owned by the Borrower or another Subsidiary of the Borrower.

Subsidiaries; Capitalization. As of the Restatement Effective Date, the Borrower has only the Subsidiaries set forth on, and the authorized, issued and outstanding Capital Stock of the Borrower and each such Subsidiary (or partnership or other interests, as the case may be) is as set forth on, Schedule 4.1. As of the Restatement Date, the Borrower has only the Domestic Subsidiaries as set forth on Schedule 4.1. As of the Restatement Effective Date, except as set forth on Schedule 4.1, the shares of, or partnership or other interests in, each Restricted Subsidiary of the Borrower are owned beneficially and of record by the Borrower or another Restricted Subsidiary of the Borrower, are free and clear of all Liens Liens, and are duly authorized, validly issued, fully paid and nonassessable. As of the Restatement Effective Date, except as set forth on Schedule 4.1, (i) neither the Borrower nor any of its Restricted Subsidiaries has issued any securities convertible into, or options or warrants for, any common or preferred equity securities thereof, (ii) there are no agreements, voting trusts or understandings binding upon the Borrower or any of its Restricted Subsidiaries with respect to the voting securities of the Borrower or any of its Restricted Subsidiaries or affecting in any manner the sale, pledge, assignment or other disposition thereof, including any right of first refusal, option, redemption, call or other right with respect thereto, whether similar or dissimilar to any of the foregoing, and (iii) all of the outstanding Capital Stock of each Restricted Subsidiary of the Borrower is owned by the Borrower or another Restricted Subsidiary of the Borrower.

Subsidiaries; Capitalization. As of the Restatement Closing Date, (a) the Borrower Company has only the Subsidiaries set forth onon Schedule 5.01, (b) the authorized and the authorized, issued and outstanding Capital Stock of the Borrower Company is, as of the date set forth in the Report on Form 10-K filed by the Company with the SEC for the fiscal year ended December 29, 2007, as set forth therein, (c) the authorized and issued and outstanding Capital Stock of each such Subsidiary is as set forth on, on Schedule 4.1. As 5.01 and (d) the percentage owned by the Company of the Restatement Date, the Borrower has only the Domestic Subsidiaries issued and outstanding Capital Stock of each Subsidiary is as set forth on Schedule 4.15.01. As of the Restatement Date, except Except as set forth on Schedule 4.15.01, the shares of, or partnership or other interests in, each Subsidiary of the Borrower Company are owned beneficially and of record by the Borrower Company or another Subsidiary of the BorrowerCompany, are free and clear of all Liens (other than Permitted Liens) and are duly authorized, validly issued, fully paid and nonassessable. As of the Restatement Closing Date, except as set forth on Schedule 4.15.01, (ix) neither the Borrower Company nor any of its Subsidiaries has issued any securities convertible into, or options or warrants for, any common or preferred equity securities thereof, (iiy) there are no agreements, voting trusts or understandings binding upon the Borrower Company or any of its Subsidiaries with respect to the voting securities of the Borrower Company or any of its Subsidiaries or affecting in any manner the sale, pledge, assignment or other disposition thereof, including any right of first refusal, option, redemption, call or other right with respect thereto, whether similar or dissimilar to any of the foregoing, and (iiiz) all of the outstanding Capital Stock of each Subsidiary of the Borrower Company is owned by the Borrower Company or another Subsidiary of the BorrowerCompany.