Common use of Existence; Compliance with Law Clause in Contracts

Existence; Compliance with Law. Each Group Member (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organization, (b) has the power and authority to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, except in the case of clauses (a) (as it relates to good standing), (c) and (d) above, to the extent that the failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 15 contracts

Samples: Amendment No. 3 (JELD-WEN Holding, Inc.), Credit Agreement (Navios South American Logistics Inc.), Credit Agreement (Navios Maritime Partners L.P.)

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Existence; Compliance with Law. Each Group Member (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organization, (b) has the power and authority authority, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation corporation, partnership or other organization limited liability company and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, Law except in the case of clauses (a) (as it relates to good standing), (c) and (d) above, to the extent that the failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 8 contracts

Samples: Credit Agreement (Chesapeake Energy Corp), Credit Agreement (Chesapeake Energy Corp), Credit Agreement (Chesapeake Energy Corp)

Existence; Compliance with Law. Each Group Member of the Borrower and its Subsidiaries (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organization, (b) has the requisite power and authority authority, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation limited liability company or other organization corporation, as applicable, and (where applicable in the relevant jurisdiction) is in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification qualification, and (d) is in compliance with all Requirements of Law, except in the case of clauses (a) (as it relates to good standing), (c) and (d) above, to the extent that the failure to comply therewith could with any of the foregoing is not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Global Signal Inc), Credit Agreement (Global Signal Inc), Acquisition Credit Agreement (Global Signal Inc)

Existence; Compliance with Law. Each Group Member (a) is duly organized, validly existing and (where applicable in the relevant jurisdictionsuch concept is legally relevant) in good standing under the laws of the jurisdiction of its organization, (b) has the power and authority authority, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdictionsuch concept is legally relevant) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, Law except in the case of clauses (a) (as it relates to good standing), (c) and (d) above, to the extent that the failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (First Solar, Inc.), Credit Agreement (First Solar, Inc.), Credit Agreement (First Solar, Inc.)

Existence; Compliance with Law. Each Group Member of Holdings, the Borrower and its Subsidiaries (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organization, (b) has the power and authority authority, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization entity and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, except in the each case of with respect to clauses (a) (as it relates to good standing), (c) and (d) above), to the extent that the failure to comply therewith except as could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Charter Communications Inc /Mo/), Credit Agreement (Charter Communications Holdings Capital Corp), Credit Agreement (Charter Communications Holdings LLC)

Existence; Compliance with Law. Each Group Member of the Borrower and its Restricted Subsidiaries (a) is duly organizedformed, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organizationformation, (b) has the power and authority to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engagedengaged and to own and operate Systems in the areas for which it has Licenses, (c) is duly qualified as a foreign corporation or other organization to do business and (where applicable in the relevant jurisdiction) in good standing under the laws of in each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, including, without limitation, the Communications Act, except in the case of clauses (a) (as it relates to good standing), (c) and (d) above, to the extent that the failure of any of the statements set forth in subsections 3.3(c) and (d) to comply therewith be true and correct could not, in the aggregate, not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Sprint Spectrum L P), Credit Agreement (Sprint Spectrum Finance Corp), Credit Agreement (Sprint Spectrum L P)

Existence; Compliance with Law. Each Group Member The Company (a) is duly organizedorganized or formed, validly existing and (where applicable in the relevant jurisdiction) and, as applicable, in good standing under the laws of the jurisdiction of its organization, (b) has the all requisite power and authority authority, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, ; except in the each case of clauses (other than with respect to clause (a) (as it relates to good standing), (c) and (d) above), to the extent that the failure to comply therewith do so could not, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Support Agreement (TE Connectivity Ltd.), Credit Support Agreement (TE Connectivity Ltd.), Credit Support Agreement (TE Connectivity Ltd.)

Existence; Compliance with Law. Each Group Member The Contractor and each Supported Party (a) is duly organizedorganized or formed, validly existing and (where applicable in the relevant jurisdiction) and, as applicable, in good standing under the laws of the jurisdiction of its organization, (b) has the all requisite power and authority authority, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, ; except in the each case of clauses (other than with respect to clause (a) (as it relates to good standing), (c) and (d) above), to the extent that the failure to comply therewith do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Support Agreement (TE Connectivity Ltd.), Credit Support Agreement (TE Connectivity Ltd.), Credit Support Agreement (TE Connectivity Ltd.)

Existence; Compliance with Law. Each Group Member (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organization, (b) has the power and authority to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, except in the case of clauses (a) (as it relates to good standing), (b), (c) and (d) above, to the extent that the failure to comply therewith could would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Mueller Water Products, Inc.), Term Loan Credit Agreement (Mueller Water Products, Inc.)

Existence; Compliance with Law. Each Group Member (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organization, except as disclosed on Schedule 4.3 hereto, (b) has the power and authority authority, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law; except, in each case except in the case of clauses clause (a) (as it relates to good standing), (c) and (d) above, to the extent that the failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Gartner Inc), Credit Agreement (Gartner Inc)

Existence; Compliance with Law. Each Group Member (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organizationorganization (provided that each of Unlimited Quest, Inc. may not, on the date hereof, be in good standing in its jurisdiction of organization but such failure to be in good standing would not reasonably be expected to have a Material Adverse Effect), (b) has the power and authority authority, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification except to the extent that the failure to comply therewith would not, in the aggregate, reasonably be expected to have a Material Adverse Effect and (d) is in compliance with all Requirements of Law, Law except in the case of clauses (a) (as it relates to good standing), (c) and (d) above, to the extent that the failure to comply therewith could would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Term Loan Agreement (Rem Arrowhead, Inc.), Term Loan Agreement (Rem Consulting of Ohio, Inc.)

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Existence; Compliance with Law. Each Group Member (a) is duly organizedorganized or formed, validly existing and (where applicable in the relevant jurisdiction) and, as applicable, in good standing under the laws of the jurisdiction of its organization, (b) has the all requisite power and authority authority, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, ; except in the each case of clauses (other than with respect to clause (a) (as it relates to good standing), (c) and (d) above), to the extent that the failure to comply therewith do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Armored AutoGroup Inc.)

Existence; Compliance with Law. Each Material Group Member (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organization, (b) has the power and authority authority, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, except the certificate of incorporation, by-laws or other organizational or governing documents of such Material Group Member except, in the case of clauses (a) (as it relates to good standing), clause (c) and (d) above, to the extent that the failure to comply therewith could would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Interactive Brokers Group, Inc.)

Existence; Compliance with Law. Each Group Member (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organization, (b) has the power and authority to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, except in the case of clauses (a) (as it relates to good standing), (c) and (d) above, to the extent that the failure to comply therewith could couldwould not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Amendment No. 4 (JELD-WEN Holding, Inc.)

Existence; Compliance with Law. Each Group Member (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organization, (b) has the power and authority authority, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease \\DC - 036150/000014 - 15261895 v8 or operation of property or the conduct of its business requires such qualification and (d) is in compliance with its Organizational Documents and all Requirements of Law, Law except in the each case of referred to in clauses (a) (as it relates to good standingb), (c) and (d) above), to the extent that the failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Colony Capital, Inc.)

Existence; Compliance with Law. Each Group Member (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organization, (b) has the corporate, partnership or limited liability company power and authority authority, as the case may be, and the legal right, to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, ; except in the case of clauses (a) (as it relates to good standing), each of (c) and (d) above, to the extent that the failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Home Interiors & Gifts Inc)

Existence; Compliance with Law. Each Group Member (a) is duly organized, validly existing and (where applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its organization, (b) has the power and authority to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation or other organization and (where applicable in the relevant jurisdiction) in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification and (d) is in compliance with all Requirements of Law, except in the case of clauses (a) (as it relates to good standing), (c) and (d) above, to the extent that the failure to comply therewith could would not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Amendment No. 5 (JELD-WEN Holding, Inc.)

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