Existence, Qualification and Power. The Company is duly organized or formed, validly existing and, if applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (a) 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 this Agreement and the Warrants, and (b) 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)(i) or (b), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.
Appears in 38 contracts
Samples: Warrant Agreement (Hawaiian Holdings Inc), Warrant Agreement (American Airlines, Inc.), Warrant Agreement (Skywest Inc)
Existence, Qualification and Power. The Company and each Material Subsidiary (a) is duly organized or formed, validly existing and, if as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (ab) 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 this Agreement and the WarrantsLoan Documents to which it is a party, and (bc) 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, except in each case referred to in clause (a)(ib)(i) or (bc), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.
Appears in 4 contracts
Samples: Credit Agreement (Cboe Global Markets, Inc.), Credit Agreement (Cboe Global Markets, Inc.), Credit Agreement (Cboe Global Markets, Inc.)
Existence, Qualification and Power. The Company (a) is duly organized or formedorganized, validly existing and, if as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (ab) 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 in which it is currently engaged and (ii) execute, deliver and perform its obligations under the this Agreement and the WarrantsLoan Documents to which it is a party, and (bc) 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, ; except in each case referred to in clause (a)(ib)(i) or (bc), to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Blackstone Secured Lending Fund), Credit Agreement (Blackstone Secured Lending Fund), Credit Agreement (Blackstone / GSO Secured Lending Fund)
Existence, Qualification and Power. The Company (a) is duly organized or formedorganized, validly existing and, if as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (ab) 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 in which it is currently engaged and (ii) execute, deliver and perform its obligations under the this Agreement and the WarrantsLoan Documents to which it is a party, and (bc) 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, ; except in each case referred to in clause (a)(ib)(i) or (bc), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Samples: Credit Agreement (Highland Floating Rate Opportunities Fund), Credit Agreement (Barings BDC, Inc.), Credit Agreement (Barings BDC, Inc.)
Existence, Qualification and Power. The Company is duly organized or formed, validly existing and, if applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (a) has all requisite power and authority and all requisite governmental licenses, authorizations, consents and approvals to to
(i) own or lease its assets and carry on its business and (ii) execute, deliver and perform its obligations under the this Agreement and the Warrants, and (b) 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)(i) or (b), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Warrant Agreement (Spirit Airlines, Inc.), Warrant Agreement (Alaska Air Group, Inc.)
Existence, Qualification and Power. The Each of the Company Entities (a) is duly organized or formed, validly existing and, if as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (ab) 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 this Agreement and the Warrantsto which it is a party, and (bc) 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, ; except in each case referred to in clause (a)(i) or (bc), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Share Purchase Agreement (Swift Energy Co), Share Purchase Agreement (Strategic Value Partners, LLC)
Existence, Qualification and Power. The Each of the Company Entities (a) is duly organized or formed, validly existing and, if as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (ab) 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 this Agreement and the Warrantsto which it is a party, and (bc) 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, ; except in each case referred to in clause (a)(ib)(i) or (bc), to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Share Purchase Agreement (TPG Group Holdings (SBS) Advisors, Inc.), Letter Agreement (Atlas Holdings, Inc.)
Existence, Qualification and Power. The Each of the Company Entities (a) is duly organized or formed, validly existing and, if as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (ab) 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 this Agreement and the Warrantsto which it is a party, and (bc) 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, ; except in each case referred to in clause (a)(ib)(i) or (bc), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (Columbus McKinnon Corp)
Existence, Qualification and Power. The Company and each Subsidiary (a) is duly organized or formed, validly existing and, if as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (ab) 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 this Agreement and the WarrantsLoan Documents to which it is a party, and (bc) 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, ; except in each case referred to in clause (a)(ib)(i) or (bc), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Credit Agreement (Wd 40 Co), Credit Agreement (Wd 40 Co)
Existence, Qualification and Power. The Company and each Subsidiary thereof (a) is duly organized or formed, validly existing and, if as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (ab) 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 this Agreement and the WarrantsLoan Documents to which it is a party, and (bc) 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, ; except in each case referred to in clause (a)(ib)(i) or (bc), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Credit Agreement (Furmanite Corp)
Existence, Qualification and Power. The Each of the Company Entities (a) is duly organized or formed, validly existing and, if as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (ab) 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 to conduct its business Business as currently conducted and (ii) execute, deliver and perform its obligations under the this Agreement and the WarrantsTransaction Documents to which it is a party, and (bc) 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 Business requires such qualification or license, except, in each case referred to in clause (a)(i) or (b), to except where the extent that failure to do so could qualify solely with respect to this Section 3.01(c) has not had and would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Securities Purchase Agreement (FreightCar America, Inc.)
Existence, Qualification and Power. The Company Company
(a) is duly organized or formedorganized, validly existing and, if as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (ab) 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 in which it is currently engaged and (ii) execute, deliver and perform its obligations under the this Agreement and the WarrantsLoan Documents to which it is a party, and (bc) 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, ; except in each case referred to in clause (a)(ib)(i) or (bc), to the extent that failure to do so could would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Existence, Qualification and Power. The Each of the Company Entities (a) is duly organized or formed, validly existing and, if as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, and the Company and each Subsidiary (ab) 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 to conduct its business as currently conducted and (ii) execute, deliver and perform its obligations under the this Agreement and the WarrantsTransaction Documents to which it is a party, and (bc) 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)(i) or (b), to except where the extent that failure to do so could qualify solely with respect to this Section 3.01(c) has not had and would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Securities Purchase Agreement (Velocity Financial, Inc.)