Good Standing and Authority. Borrower, each Guarantor and each other Subsidiary is a corporation, duly organized, validly existing, and in good standing under the laws of the state of its incorporation or other place of organization; has powers and authority to transact the business in which it is engaged; is duly licensed or qualified and in good standing in each jurisdiction in which the conduct of such business requires such licensing or such qualification except where failure to qualify would not reasonably be expected to have a Material Adverse Effect; and has all necessary power and authority to enter this Agreement and to execute, deliver and perform this Agreement, any Note and any other document executed in connection with this Agreement, all of which have been duly authorized by all proper and necessary corporate and shareholder action.
Good Standing and Authority. Soliciting Dealer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware with full power and authority to conduct its business and own its properties. Soliciting Dealer is qualified to do business in the jurisdictions the conduct of its business requires qualification. Soliciting Dealer will take all steps necessary to ensure that at all times during the Offering Period it remains in good standing and qualified to do business in such jurisdictions.
Good Standing and Authority. Certificates of the appropriate governmental officials of each jurisdiction as the Administrative Agent reasonably may request, dated within fifteen (15) days of the date hereof, stating that the Borrower and each Guarantor exists, is in good standing with respect to the payment of franchise and similar taxes and is duly qualified to transact business therein;
Good Standing and Authority. The Company is a limited liability company duly organized and validly existing under the laws of the State of Delaware with the full power and authority to conduct its business and own its properties as described in the Offering Circular, including without limitation to acquire the assets and conduct the activities contemplated in the Offering Circular.
Good Standing and Authority. 20 6.2. Consideration Shares............................................20 6.3. Capitalization..................................................20 6.4.
Good Standing and Authority. Certificates of the appropriate Governmental Authorities of such jurisdictions as Administrative Agent may designate, each dated a Current Date, to the effect that Borrower and each New Subsidiary is in good standing with respect to the payment of franchise and similar Taxes (to the extent such information is available) and is duly qualified to transact business in such jurisdiction.
Good Standing and Authority. Each of the Borrower, the Company and each of the Subsidiaries is a corporation, duly organized, validly existing, and in good standing under the laws of the state of its incorporation; has powers and authority to transact the business in which it is engaged; is duly licensed or qualified and in good standing in each jurisdiction in which the conduct of such business requires such licensing or such qualification, which singly or in the aggregate is material to the operations of the Company on a Consolidated basis; and has all necessary power and authority to enter, as appropriate, this Agreement and to execute, deliver and perform this Agreement, the Revolving Note, the Guaranties and any other document executed in connection with this Agreement, all of which have been duly authorized by all proper and necessary corporate and shareholder action.
Good Standing and Authority. (a) Each of Origen, Origen MHF and Origen Insurance is a corporation duly organized, validly existing and in good standing under the laws of the Commonwealth of Virginia. Each Origen Entity is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction in which it is required to be so qualified, except where the failure to be so qualified would not have a Material Adverse Effect. Each of Origen and Origen MHF is and has at all times it held Loans been duly licensed and qualified in any state where the related collateral is or was located if the laws of that state require licensing or qualification in order to conduct business of the type conducted therein by Origen or Origen MHF, as the case may be, except where the failure to be so licensed or qualified would not have a Material Adverse Effect. Each such jurisdiction is listed on the attached Schedule 4.
1. Each Origen Entity has all requisite corporate power and authority to enter into this Agreement and any and all documents contemplated in this Agreement (the "Attendant Documents") to which it is a party and to consummate the transactions contemplated in this Agreement and the Attendant Documents. This Agreement and all of the Attendant Documents to which an Origen Entity is or will be a party, and the consummation of the transactions contemplated in this Agreement and the Attendant Documents, have been, or before the Closing Date will be, duly authorized and approved by each Origen Entity's board of directors and sole shareholder and all other necessary and proper corporate action on the part of each Origen Entity, in accordance with applicable law and its charter and bylaws. This Agreement, and all of the Attendant Documents to which an Origen Entity is a party, when executed and delivered, will constitute legal, valid and binding obligations of such Origen Entity enforceable against it in accordance with their respective terms.
(b) Bxxxxxx is a corporation duly organized, validly existing and in good standing under the laws of the State of Michigan. Bxxxxxx has all requisite power and authority to enter into this Agreement and the Attendant Documents to which it is a party and to consummate the transactions contemplated in this Agreement and the Attendant Documents to which it is a party. This Agreement and all of the Attendant Documents to which Bxxxxxx is or will be a party, and the consummation of the transactions contemplated in this Agreement, have been, ...
Good Standing and Authority. Certificates of the Georgia Secretary of State, dated a Current Date, to the effect that Borrower is in good standing (to the extent such information is available) and is duly qualified to transact business in such jurisdiction.
Good Standing and Authority. Purchaser is a limited liability company organized, validly existing and in good standing under the laws of the State of Delaware. Purchaser is duly qualified to do business as a foreign entity and is in good standing in each jurisdiction in which it is required to be qualified. Purchaser has full limited liability company power and authority to enter into this Agreement, to enter into the Attendant Documents to which it is a party and to consummate the transactions contemplated in this Agreement. This Agreement and all of the Attendant Documents to which Purchaser is a party, and the consummation of the transactions contemplated in this Agreement, have been or will be, on or prior to the Closing Date, duly authorized and approved by all necessary and proper limited liability company action on the part of Purchaser. This Agreement, and all of the Attendant Documents to which Purchaser is a party, when executed and delivered, will constitute legal, valid and binding obligations of Purchaser enforceable against such Purchaser in accordance with their respective terms.
