Authority And Good Standing. Each of them has the power to enter into this Amendment and to perform all of its obligations hereunder. Each of the Obligors: (a) has duly authorized the entry into and performance of this Amendment; (b) is in good standing in the jurisdiction of its organization; and (c) is duly licensed or qualified and in good standing in all jurisdictions where the property owned or leased by it or the nature of the business transacted by it makes such licensing or qualification necessary.
Authority And Good Standing. Each of them has the power to enter into this Amendment and to perform all of its obligations hereunder. Each of the Loan Parties: (a) has duly authorized the entry into and performance of this Amendment; (b) is in good standing in the jurisdiction of its organization; and (c) is duly licensed or qualified and in good standing in all jurisdictions where the property owned or leased by it or the nature of the business transacted by it makes such licensing or qualification necessary.
Authority And Good Standing. Each Obligor: (a) has the power to enter into this Agreement and any related documents and to perform all of its obligations hereunder and thereunder; (b) has duly authorized the entry into and performance of this Agreement and all related documents; and (c) is in good standing in the state of its organization and is qualified to do business and is in good standing in all other states in which it transacts business.
Authority And Good Standing. The BORROWER:
(a) has the power to enter into this AGREEMENT and any related documents and to perform all of its obligations hereunder and thereunder; (b) has duly authorized the entry into and performance of this AGREEMENT and all related documents; and (c) is in good standing in the state of its organization and is qualified to do business and is in good standing in all other states in which the BORROWER transacts business and in which the failure to qualify could reasonably be expected to be or result in a MATERIAL ADVERSE EVENT.
Authority And Good Standing. The Borrower: (a) has the power to enter into this Agreement and any related Documents and to perform all of its obligations hereunder and thereunder; (b) has duly authorized the entry into and performance of this Agreement and all related Documents; (c) is in good standing in the state of its organization and is qualified to do business and is in good standing in all other states in which it transacts business; and (d) has obtained all necessary consents and approvals to enter into this Agreement and the transactions contemplated hereby.
Authority And Good Standing. Each of the Obligors: (a) is in good standing in the jurisdiction of its organization; (b) is duly licensed or qualified and in good standing in all jurisdictions where the property owned or leased by it or the nature of the business transacted by it makes such licensing or qualification necessary, and (c) has the power to enter into this Amendment and to perform all of its obligations hereunder. The execution, delivery, and performance of its obligations under this Amendment, the Credit Agreement, and the other Credit Documents have been authorized by all necessary organizational action of each of the Obligors.
Authority And Good Standing. Such instruments or documents as Lender may reasonably request relating to the existence and good standing of Borrower or the authority for execution, delivery and performance of this Agreement, dated and in full force and effect on the Closing Date;
Authority And Good Standing. The Seller has (and will have on the Closing Date) good right, full power and authority to enter into this Agreement and to sell, assign and transfer its Shares to the Purchaser in the manner contemplated herein and to perform all of its obligations under this Agreement. Each Group Company is a company duly organized, validly existing and, where such concept applies, in good standing under the laws of its jurisdiction of formation, each Group Company has the power and authority to own, operate and lease its properties and to conduct its business as conducted as of the Signing Date and the Closing Date. No Group Company is in violation of its constitutional documents. This Agreement and all other agreements contemplated by this Agreement to be executed by the Seller are and will be valid and binding obligations of the Seller enforceable against the Seller in accordance with their respective terms.
Authority And Good Standing. (a) Each Party represents, warrants and covenants that it has and shall maintain full power and authority to enter into this Agreement without the consent of any other person and that it is and shall continue to be duly organized, validly existing and in good standing under the laws of the jurisdiction where it is incorporated. Each Party represents, warrants and covenants that it will assume responsibility for the performance of its Affiliates and its agents under this Agreement and expressly assumes liability for the acts, omissions and performance of each such entity to the same degree as it accepts liability for its own acts, omissions, and performance. Without limiting the generality of the preceding text in this Section 8.7, WSL specifically represents, warrants and covenants that it has authority to modify and supersede the Agreement for Telecommunications Services between Worldspan, L.P.and SITA s.c. with an effective date of 01 January 1999, as amended (known as the “Asia Pac Agreement”), as referred to in Section 2.1(a) (Agreement to Provide), despite any restriction on modification in that “Asia Pac Agreement”.
(b) Each Party represents, warrants and covenants that it will continue to provide the Services in the event that its creditors exercise any lien or right of subordination that may exist for any equipment needed to provide the Services under the Agreement.
Authority And Good Standing. NTGM is a limited liability --------------------------- company duly organized, validly existing and in good standing under the laws of the State of Delaware, U.S.A. and all action necessary to authorize it to enter into this Agreement and to form and operate entities to be formed and operated by it under this Agreement has been taken.
