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extension, renewal or replacement mortgage shall be limited to all or a part of the same property or assets that secured the mortgage extended, renewed or replaced, plus improvements on such
property or assets.
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The foregoing covenant and certain other provisions of the indenture use the following defined terms.
capital stock means (a) in the case of a corporation, corporate stock; (b) in the case of an association or
business entity, any and all shares, interests, participations, rights or other equivalents (however designated) of corporate stock; (c) in the case of a partnership or limited liability company, partnership interests (whether general or
limited) or membership interests; and (d) any other interest or participation that confers on a person the right to receive a share of the profits and losses of, or distributions of assets of, the issuing person, but excluding from all of the
foregoing any debt securities convertible into capital stock, whether or not such debt securities include any right of participation with capital stock.
consolidated net worth means the amount of total stockholders equity shown in our most recent quarterly consolidated
statement of financial position.
mortgage means and includes any mortgage, pledge, lien, security interest, conditional sale
or other title retention agreement or other similar encumbrance.
non-recourse
debt
means indebtedness as to which (a) neither we nor any of our subsidiaries (x) provides credit support of any kind or (y) is directly or indirectly liable as a guarantor or otherwise and (b) as to which the lenders have been
notified in writing that they will not have any recourse to the stock or assets of Schlumberger or any of its subsidiaries.
person means any individual, corporation, partnership, limited liability company, association, joint venture, trust, joint stock
company or any other entity or organization, including a government or political subdivision or an agency or instrumentality thereof.
restricted property means any real property, manufacturing plant, warehouse, office building or other physical facility, or any
item of marine, transportation or construction equipment or other like depreciable assets of Schlumberger or any of its restricted subsidiaries, whether owned on or acquired after the original issue date of the debt securities, unless, in the
opinion of our board of directors, such plant or facility or other asset is not of material importance to the total business conducted by Schlumberger and its restricted subsidiaries taken as a whole.
restricted subsidiary means any of our subsidiaries which owns a restricted property.
subsidiary means, with respect to any specified person, (a) any corporation, association or other business entity of which
more than 50% of the total voting power of shares of capital stock entitled (without regard to the occurrence of any contingency and after giving effect to any voting agreement or stockholders agreement that effectively transfers voting power)
to vote in the election of directors, managers or trustees of the corporation, association or other business entity is at the time owned or controlled, directly or indirectly, by that person or one or more of the other subsidiaries of that person
(or a combination thereof); and (b) any partnership or limited liability company of which (x) more than 50% of the capital accounts, distribution rights, total equity and voting interests or general and limited partnership interests, as
applicable, are owned or controlled, directly or indirectly, by such person or one or more of the other subsidiaries of that person or a combination thereof, whether in the form of membership, general, special or limited partnership interests or
otherwise, and (y) such person or any subsidiary of such person is a controlling general partner or otherwise controls such entity.
Consolidation, Merger or Sale
We will
covenant not to consolidate with or merge into any other person or transfer or lease all or substantially all of our assets to any person unless any successor or purchaser expressly assumes our obligations
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