Existence and Qualification; Power. Each Borrower Party is a corporation, partnership, real estate investment trust or limited liability company duly organized or formed, validly existing and in good standing under the Laws of the state of its incorporation or organization, has the power and authority and the legal right, and all governmental licenses, authorizations, consents and approvals, to own and operate its Properties, to lease the Properties it operates and to conduct its business, is duly qualified and licensed and in good standing under the Laws of each jurisdiction where its ownership, lease or operation of Properties or the conduct of its business requires such qualification, except, with respect to Borrower Parties that are not Management Entities, where a failure to be so qualified or to obtain such licenses, consents and approvals would not reasonably be expected to have a Material Adverse Effect.
Existence and Qualification; Power. The Borrower and each Material Subsidiary (a) is duly organized or formed, validly existing and, as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, (b) has all requisite power and authority and all requisite governmental licenses, authorizations, consents and approvals to (i) own or lease its assets and carry on its business and (ii) execute, deliver and perform its obligations under the Loan Documents to which it is a party, and (c) is duly qualified and is licensed and, as applicable, in good standing under the Laws of each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification or license; except in each case referred to in clause (a) but only with respect to any Material Subsidiary that is not a Guarantor, (b)(i) or (c), to the extent that failure to do so would not reasonably be expected to have a Material Adverse Effect.
Existence and Qualification; Power. COMPLIANCE WITH LAWS. Parent and each of the Borrowers are duly formed, validly existing and in good standing under the Laws of its jurisdiction of formation. Parent and each of the Borrowers are duly qualified or registered to transact business and is in good standing in each other jurisdiction in which the conduct of its business or the ownership or leasing of its Properties makes such qualification or registration necessary, EXCEPT where the failure so to qualify or register and to be in good standing would not constitute a Material Adverse Effect. Parent and each of the Borrowers have all requisite corporate or partnership power (as applicable) and authority to conduct their respective business, to own and lease their respective Properties and to execute and deliver each Loan Document to which it is a Party and to perform its Obligations. All outstanding shares of capital stock of Parent and each of the Borrowers are duly authorized, validly issued, fully paid, and non-assessable and no holder thereof has any enforceable right of rescission under any applicable state or federal securities Laws. Parent and each of the Borrowers are in compliance with all Laws and other legal requirements applicable to their respective business, have obtained all authorizations, consents, approvals, orders, licenses and permits from, and have accomplished all filings, registrations and qualifications with, or obtained exemptions from any of the foregoing from, any Governmental Agency that are necessary for the transaction of their business, EXCEPT where the failure so to comply, file, register, qualify or obtain exemptions does not constitute a Material Adverse Effect.
Existence and Qualification; Power. 55 5.02 Power; Authorization; Enforceable Obligations........................................55 5.03 No Legal Bar.........................................................................56 5.04 Financial Statements; No Material Adverse Effect.....................................56 5.05 Litigation...........................................................................57 5.06 No Default...........................................................................57 5.07 Ownership of Property; Liens.........................................................57 5.08 Taxes................................................................................57 5.09 Margin Regulations; Investment Company Act; Public Utility Holding Company Act; REIT and Tax Status; Stock Exchange Listing.....................................58
Existence and Qualification; Power. The Borrower is a duly organized corporation and the Operating Subsidiary is a duly organized Maryland banking company, in each case validly existing and in good standing under the laws of the State of Maryland. Each of the Borrower and the Operating Subsidiary has the lawful power to own its properties and engage in the business it conducts, and is duly qualified and in good standing as a foreign corporation in the jurisdictions where the nature of its business or the location of its property makes such qualification necessary. Neither the Borrower nor the Operating Subsidiary is organized or incorporated under the laws of any other jurisdiction. The Borrower has all necessary power and authority to execute, deliver and perform its obligations set forth in this Agreement and the other Loan Documents and has taken all corporate action necessary to authorize the execution and delivery thereof;
Existence and Qualification; Power. 67 5.02 Power; Authorization; Enforceable Obligations..................................................67 5.03 No Legal Bar...................................................................................68 5.04 Financial Statements; No Material Adverse Effect...............................................68 5.05 Litigation.....................................................................................69 5.06
Existence and Qualification; Power. Each Borrower Party is a corporation, duly organized, validly existing and in good standing under the Laws of the state of its incorporation as specified in Schedule 5.01 annexed hereto, has the corporate power and authority to own and operate its properties, to lease the properties it operates and to conduct its business, is duly qualified and in good standing under the Laws of each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification, except to the extent that the lack of good standing in any jurisdiction does not have a Material Adverse Effect.
Existence and Qualification; Power. Compliance with Laws 46 6.02 Power; Authorization; Enforceable Obligations 47
Existence and Qualification; Power. It is a corporation or limited liability company, as applicable, duly created and validly existing under the law of its jurisdiction of incorporation.
Existence and Qualification; Power. Each Borrower and its Subsidiaries is a corporation, duly organized, validly existing and in good standing under the laws of the state of its organization as specified in Schedule 9.1.4 annexed hereto, has the corporate power and authority to own and operate its properties, to lease the properties it operates and to conduct its business, is duly qualified and in good standing under the Applicable Laws of each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification, except to the extent that that lack of good standing in any jurisdiction does not have a Material Adverse Effect.
