Common use of Due Incorporation; Valid Existence; Good Standing Clause in Contracts

Due Incorporation; Valid Existence; Good Standing. It is a limited liability company duly organized and validly existing in good standing under the laws of the jurisdiction of its incorporation; and is duly qualified to do business as a foreign entity and in good standing under the laws of each jurisdiction where the character of its property, the nature of its business or the performance of its obligations under this Agreement makes such qualification necessary, except where the failure to be so qualified will not have a material adverse effect on its business or its ability to perform its obligations under this Agreement or any other related documents (the “Transaction Documents”) to which it is a party or under the transactions contemplated hereunder or thereunder or the validity or enforceability of the Timeshare Loans.

Appears in 3 contracts

Samples: Loan Sale Agreement (Silverleaf Resorts Inc), Loan Sale Agreement (Silverleaf Resorts Inc), Loan Sale Agreement (Silverleaf Resorts Inc)

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Due Incorporation; Valid Existence; Good Standing. It is a limited liability company corporation duly organized and validly existing in good standing under the laws of the jurisdiction of its incorporation; and is duly qualified to do business as a foreign entity corporation and in good standing under the laws of each jurisdiction where the character of its property, the nature of its business or the performance of its obligations under this Agreement makes such qualification necessary, except where the failure to be so qualified will not have a material adverse effect on its business or its ability to perform its obligations under this Agreement or any other related documents (the “Transaction Documents”) to which it is a party or under the transactions contemplated hereunder or thereunder or the validity or enforceability of the Timeshare Loans.

Appears in 2 contracts

Samples: Transfer Agreement (Silverleaf Resorts Inc), Transfer Agreement (Silverleaf Resorts Inc)

Due Incorporation; Valid Existence; Good Standing. It is a limited liability company corporation duly organized and validly existing in good standing under the laws of the jurisdiction of its incorporation; and is duly qualified to do business as a foreign entity corporation and in good standing under the laws of each jurisdiction where the character of its property, the nature of its business or the performance of its obligations under this Agreement makes such qualification necessary, except where the failure to be so qualified will not have a material adverse effect on its business or its ability to perform its obligations under this Agreement, each Subsequent Transfer Agreement or any other related documents (the “Transaction Documents”) to which it is a party or under the transactions contemplated hereunder or thereunder or the validity or enforceability of the Timeshare Loans.

Appears in 1 contract

Samples: Transfer Agreement (Silverleaf Resorts Inc)

Due Incorporation; Valid Existence; Good Standing. It is a limited liability company corporation duly organized and validly existing in good standing under the laws of the jurisdiction of its incorporation; and is duly qualified to do business as a foreign entity corporation and in good standing under the laws of each jurisdiction where the character of its property, the nature of its business or the performance of its obligations under this Agreement makes such qualification necessary, except where the failure to be so qualified will not have a material adverse effect on its business or its ability to perform its obligations under this Agreement or any other related documents (the “Transaction DocumentsDocument”) to which it is a party or under the transactions contemplated hereunder or thereunder or the validity or enforceability of the Timeshare Loans.

Appears in 1 contract

Samples: Transfer Agreement (Silverleaf Resorts Inc)

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Due Incorporation; Valid Existence; Good Standing. It is a limited liability company duly organized and validly existing in good standing under the laws of the jurisdiction of its incorporationorganization; and is duly qualified to do business as a foreign entity limited liability company and in good standing under the laws of each jurisdiction where the character of its property, the nature of its business or the performance of its obligations under this Agreement makes such qualification necessary, except where the failure to be so qualified will not have a material adverse effect on its business or its ability to perform its obligations under this Agreement or any other related documents (the “Transaction Documents”) Document to which it is a party or under the transactions contemplated hereunder or thereunder or the validity or enforceability of the any Timeshare Loans.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (Bluegreen Corp)

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