Common use of Formation and Qualification Clause in Contracts

Formation and Qualification. (a) Each Borrower is duly formed or incorporated and in good standing under the laws of the state listed on Schedule 5.2(a) and is qualified to do business and is in good standing in the states listed on Schedule 5.2(a) which constitute all states in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, certificate of formation and operating agreement, as applicable, will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b).

Appears in 7 contracts

Samples: Revolving Credit and Security Agreement (ARKO Corp.), Revolving Credit and Security Agreement (ARKO Corp.), Revolving Credit and Security Agreement (ARKO Corp.)

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Formation and Qualification. (a) Each Borrower is duly incorporated or formed or incorporated and in good standing under the laws of the state jurisdiction listed on Schedule 5.2(a) and is qualified to do business and is in good standing in the states jurisdictions listed on Schedule 5.2(a) which constitute all states jurisdictions in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, laws or certificate of formation and operating agreement, as applicable, and will promptly notify Agent of any material amendment or material changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b).

Appears in 3 contracts

Samples: Revolving Credit and Security Agreement (SMTC Corp), Revolving Credit and Security Agreement (SMTC Corp), Revolving Credit and Security Agreement (SMTC Corp)

Formation and Qualification. (a) Each Borrower is duly formed incorporated or incorporated formed, as applicable, and in good standing under the laws of the state listed on Schedule 5.2(a) and is qualified to do business and is in good standing in the states listed on Schedule 5.2(a) which constitute all states in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate or articles of incorporation and by-laws, laws or its certificate of formation and operating agreement, as applicable, and will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of Holdings and each Borrower are listed on Schedule 5.2(b).

Appears in 2 contracts

Samples: Export Import Revolving Credit and Security Agreement (Fairchild Corp), Revolving Credit and Security Agreement (Fairchild Corp)

Formation and Qualification. (a) Each Borrower is duly formed incorporated or incorporated formed, as applicable, and in good standing under the laws of the state listed on Schedule 5.2(a) jurisdiction of its incorporation or formation and is qualified to do business and is in good standing in the states listed on Schedule 5.2(a) which constitute all states in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, or certificate of formation and by-laws or operating agreement, as applicablethe case may be, and will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b).

Appears in 2 contracts

Samples: Revolving Credit and Security Agreement (Akrion, Inc.), Revolving Credit and Security Agreement (Akrion, Inc.)

Formation and Qualification. (a) Each Borrower is duly formed incorporated or incorporated formed, as applicable, and in good standing under the laws of the state listed on Schedule 5.2(a) and is qualified to do business and is in good standing in the states listed on Schedule 5.2(a) which constitute all states in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, laws or certificate of formation and operating agreement, as applicable, and will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of Holdings and each Borrower are listed on Schedule 5.2(b).

Appears in 2 contracts

Samples: Revolving Credit and Security Agreement (Aventine Renewable Energy Holdings Inc), Revolving Credit and Security Agreement (Aventine Renewable Energy Holdings Inc)

Formation and Qualification. (a) Each Borrower is duly formed or incorporated and in good standing under the laws of the state its jurisdiction of incorporation listed on Schedule 5.2(a) and is qualified to do business and is in good standing in the states or other jurisdictions listed on Schedule 5.2(a) which constitute all states jurisdictions in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, certificate of formation bylaws and operating agreement, as applicable, will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b).

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Rheometric Scientific Inc)

Formation and Qualification. (a) Each Borrower is duly formed incorporated or incorporated formed, as applicable, and in good standing under the laws of the state jurisdiction listed on Schedule 5.2(a) and is qualified to do business and is in good standing in the states jurisdictions listed on Schedule 5.2(a) which constitute all states jurisdictions in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, laws or certificate of formation and operating agreement, as applicable, and will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b)has no Subsidiaries.

Appears in 1 contract

Samples: Revolving Credit and Security Agreement (Johnson Outdoors Inc)

Formation and Qualification. (a) Each Borrower is duly formed or incorporated and in good standing under the laws of the state listed on Schedule 5.2(a) and is qualified to do business and is in good standing in the states listed on Schedule 5.2(a) which constitute all states in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, certificate of formation and operating agreement, as applicable, will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b).

Appears in 1 contract

Samples: Revolving Credit and Security Agreement (ARKO Corp.)

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Formation and Qualification. (a) Each Borrower is duly formed incorporated or incorporated formed, as applicable, and in good standing under the laws of the state listed on Schedule 5.2(a) and is qualified to do business and is in good standing in the states listed on Schedule 5.2(a) which constitute all states in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, certificate laws or articles of formation organization and operating agreement, as applicable, and will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b).

Appears in 1 contract

Samples: Revolving Credit and Security Agreement (Image Entertainment Inc)

Formation and Qualification. (a) Each Borrower is duly formed or incorporated and in good standing under the laws of the state listed on Schedule 5.2(a), has the organizational number set forth on Schedule 5.2(a) and is qualified to do business and is in good standing in the states listed on Schedule 5.2(a) which constitute all states in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, certificate of formation laws and operating agreement, as applicable, will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b).

Appears in 1 contract

Samples: Loan and Security Agreement (Bio Reference Laboratories Inc)

Formation and Qualification. (a) Each Borrower is duly incorporated or formed or incorporated and in good standing under the laws of the state jurisdiction listed on Schedule 5.2(a) and is qualified to do business and is in good standing in the states jurisdictions listed on Schedule 5.2(a) which constitute all states jurisdictions in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, laws or certificate of formation and operating agreement, as applicable, and will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b).

Appears in 1 contract

Samples: Revolving Credit and Security Agreement (Avatech Solutions Inc)

Formation and Qualification. (a) Each Borrower is duly incorporated or formed or incorporated as applicable and in good standing under the laws of the state listed on Schedule 5.2(a) and and, as of the Closing Date, is qualified to do business and is in good standing in the states listed on Schedule 5.2(a) which constitute all states in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such BorrowerEffect. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, laws or certificate of formation and operating agreement, agreement as applicable, applicable and will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b).

Appears in 1 contract

Samples: Revolving Credit and Security Agreement (Amrep Corp.)

Formation and Qualification. (a) Each Borrower is duly formed incorporated or incorporated formed, as applicable, and in good standing under the laws of the state listed on Schedule 5.2(a) and is qualified to do business and is in good standing in the states listed on Schedule 5.2(a) which constitute all states in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws, laws or certificate of formation and operating agreement, as applicable, and will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b).

Appears in 1 contract

Samples: Revolving Credit and Security Agreement (Merisel Inc /De/)

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