Good Standing and Government Compliance. Borrower shall maintain its, and each of its Subsidiaries’ organizational existence and good standing in its respective state or jurisdiction of organization or incorporation, as applicable, shall maintain qualification and good standing in each other jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to Borrower by the authorities of the jurisdiction in which Borrower is organized, if applicable. Borrower shall meet, and shall cause each of its Subsidiaries to meet, as applicable, the minimum funding requirements of ERISA with respect to any employee benefit plans subject to ERISA. Borrower shall ensure that each Canadian Pension Plan and Canadian Benefit Plan is administered in a timely manner in all respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other applicable laws. Borrower shall comply in all material respects with all applicable Environmental Laws, and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to have a Material Adverse Effect. Borrower shall comply, and shall cause each of its Subsidiaries to comply, with all statutes, laws, ordinances and government rules and regulations to which it is subject, and shall maintain, and shall cause each of its Subsidiaries to maintain, in force all licenses, approvals and agreements, the loss of which or failure to comply with which would reasonably be expected to have a Material Adverse Effect.
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Samples: Loan and Security Agreement (Upland Software, Inc.), Loan and Security Agreement (Upland Software, Inc.)
Good Standing and Government Compliance. Borrower Each Obligor shall maintain its, its and each of its material Subsidiaries’ organizational existence and good standing (i) in the case of each Obligor, in its respective Obligor State and (ii) in the case of any Subsidiary, in the state or other jurisdiction of organization in which Subsidiary is incorporated or incorporationformed, as applicable, and shall maintain qualification and good standing in each other jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to Borrower each Obligor by the authorities of the jurisdiction in which Borrower such Obligor is organized, if applicable. Borrower and each Parent Guarantor shall meet, and shall cause each of its Subsidiaries Subsidiary to meet, as applicable, the minimum funding requirements of ERISA with respect to any employee benefit plans of such Borrower, Parent Guarantor or such Subsidiary subject to ERISA. Borrower shall ensure that each Canadian Pension Plan and Canadian Benefit Plan is administered in a timely manner in all respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other applicable laws. Borrower Each Obligor shall comply in all material respects with all applicable Environmental Laws, and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to have a Material Adverse Effect. Borrower and Parent Guarantors shall comply, and shall cause each of its their respective Subsidiaries to comply, with all statutes, laws, ordinances and government rules and regulations to which it is subject, and shall maintain, and shall cause each of its Subsidiaries to maintain, in force all licenses, approvals and agreements, in each case, the loss of which or failure to comply with which would reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Loan and Security Agreement (Max International Inc), Loan and Security Agreement (Max International Inc)
Good Standing and Government Compliance. Borrower shall maintain its, and each of its Subsidiaries’ organizational existence and good standing in its respective state or jurisdiction of organization or incorporation, as applicablethe Borrower State, shall maintain qualification and good standing in each other jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to Borrower by the authorities of the jurisdiction in which Borrower is organized, if applicable. Each Loan Party other than Borrower and each Subsidiary of a Loan Party shall maintain its organizational existence and good standing in its jurisdiction of organization, shall maintain qualification and good standing in each other jurisdiction in which the failure to so qualify could have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to such Loan Party or Subsidiary by the authorities of the jurisdiction in which such Loan Party or Subsidiary is organized, if applicable. Each Loan Party shall meet, and shall cause each Subsidiary of its Subsidiaries each Loan Party to meet, as applicable, the minimum funding requirements of ERISA with respect to any employee benefit plans subject to ERISA. Borrower shall ensure that Each Loan Party and each Canadian Pension Plan and Canadian Benefit Plan is administered in a timely manner in all respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other applicable laws. Borrower Subsidiary of each Loan Party shall comply in all material respects with all applicable Environmental Laws, and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to have a Material Adverse Effect. Borrower Each Loan Party shall comply, and shall cause each Subsidiary of its Subsidiaries each Loan Party to comply, with all statutes, laws, ordinances and government rules and regulations Requirements of Law to which it is subject, and shall maintain, and shall cause each of its Subsidiaries to maintain, in force all licenses, approvals and agreements, in each case the loss of which or failure to comply with which would reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Loan and Security Agreement (IsoPlexis Corp), Loan and Security Agreement (PhenomeX Inc.)
Good Standing and Government Compliance. Borrower shall maintain itsmaintain, and each of at Bank’s request provide Bank evidence of, its Subsidiaries’ organizational existence and good standing in its respective state or jurisdiction of organization or incorporation, as applicablethe Borrower State, shall maintain maintain, and at Bank’s request provide Bank evidence of, qualification and good standing in each other jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to Borrower by the authorities of the state in which Borrower is organized, if applicable. Borrower shall cause each of its Subsidiaries to maintain, and at Bank’s request provide Bank evidence of, each such Person’s organizational existence and good standing in its state of organization, shall maintain, and at Bank’s request provide Bank evidence of, qualification and good standing in each other jurisdiction in which Borrower the failure to so qualify could have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to such Person by the authorities of the state in which such Person is organized, if applicable. Borrower shall meet, and shall cause each of its Subsidiaries Subsidiary to meet, as applicable, the minimum funding requirements of ERISA with respect to any employee benefit plans subject to ERISA. Borrower shall ensure that each Canadian Pension Plan and Canadian Benefit Plan is administered in a timely manner in all respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other applicable laws. Borrower shall comply in all material respects with all applicable Environmental Laws, and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to have a Material Adverse Effect. Borrower shall complyshall, and shall cause each of its Subsidiaries to complyto, comply with all statutes, lawsLaws, ordinances and government rules and regulations to which it such Person is subject, and shall maintain, and shall cause each of its Subsidiaries to maintain, maintain in force all licenses, approvals and agreements, the loss of which or failure to comply with which would reasonably be expected to have a Material Adverse Effect.
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Samples: Loan and Security Agreement (Siebert Financial Corp)
Good Standing and Government Compliance. Each Borrower shall maintain its, its and each of its Subsidiaries’ organizational existence and good standing in its respective state or jurisdiction of organization or incorporation, as applicableorganization, shall maintain qualification and good standing in each other jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to such Borrower by the authorities of the jurisdiction in which such Borrower is organized, if applicable. Each Borrower shall meet, and shall cause each of its Subsidiaries to meet, as applicable, the minimum funding requirements of ERISA with respect to any employee benefit plans subject to ERISA. Each Borrower shall ensure that each Canadian Pension Plan and Canadian Benefit Plan is administered in a timely manner in all respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other applicable laws. Each Borrower shall comply in all material respects with all applicable Environmental Laws, and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to have a Material Adverse Effect. Each Borrower shall comply, and shall cause each of its Subsidiaries to comply, with all statutes, laws, ordinances and government rules and regulations to which it is subject, and shall maintain, and shall cause each of its Subsidiaries to maintain, in force all licenses, approvals and agreements, the loss of which or failure to comply with which would reasonably be expected to have a Material Adverse Effect.
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Good Standing and Government Compliance. Borrower shall maintain its, its and each of its Subsidiaries’ organizational ' corporate existence and good standing in its respective state or jurisdiction of organization or incorporation, as applicable, shall maintain qualification and good standing in each other jurisdiction in which the failure to so qualify could would reasonably be expected likely to have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to Borrower by the authorities of the jurisdiction state in which Borrower is organized, if applicable. Borrower shall meet, and shall cause each of its Subsidiaries Subsidiary to meet, as applicable, the minimum funding requirements of ERISA with respect to any employee benefit plans subject to ERISA. Borrower shall ensure that each Canadian Pension Plan and Canadian Benefit Plan is administered in , except where the failure to meet such requirements would not reasonably be expected to have a timely manner in all respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other applicable lawsMaterial Adverse Effect. Borrower shall comply in all material respects with all applicable Environmental Laws, and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to would have a Material Adverse Effect. Borrower shall comply, in all material respects, and shall cause each of its Subsidiaries Subsidiary to comply, in all material respects, with all statutes, laws, ordinances and government rules and regulations to which it is subject, and except where the failure to meet such requirements would not reasonably be likely to have a Material Adverse Effect. Borrower shall maintain, and shall cause each of its Subsidiaries to maintain, in force all licenses, approvals and agreements, the loss of which or failure to comply with which would reasonably be expected to have a Material Adverse Effect, or a material adverse effect on the Collateral or the priority of Bank's Lien on the Collateral.
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Good Standing and Government Compliance. Borrower shall maintain its, its and each of its Subsidiaries’ organizational corporate existence and good standing in its the respective state or jurisdiction states of organization or incorporation, as applicableorganization, shall maintain qualification and good standing in each other jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to Borrower by the authorities of the jurisdiction state in which Borrower is organized, if applicable. Borrower shall meet, and shall cause each of its Subsidiaries Subsidiary to meet, as applicable, the minimum funding requirements of ERISA with respect to any employee benefit plans subject to ERISA. Borrower shall ensure that each Canadian Pension Plan and Canadian Benefit Plan is administered in a timely manner in all respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other applicable laws. Borrower shall comply in all material respects with all applicable Environmental Laws, and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to have a Material Adverse Effect. Borrower shall comply, and shall cause each of its Subsidiaries Subsidiary to comply, with all statutes, laws, ordinances and government rules and regulations to which it is subject, and shall maintain, and shall cause each of its Subsidiaries to maintain, in force all licenses, approvals and agreements, the loss of which or failure to comply with which would could reasonably be expected to have a Material Adverse Effect.. Confidential Information Redacted and Filed Separately with the Commission. Omitted Portions Indicated by [**]. Confidential Treatment Requested by Pac-West Telecomm, Inc.
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Samples: Loan and Security Agreement (Pac-West Telecomm Inc)
Good Standing and Government Compliance. Borrower Except as otherwise permitted by clauses (a) and (b) in Section 7.3, each of Borrower, the Parent Guarantors and the other Credit Parties shall maintain its, and each of its Subsidiaries’ organizational corporate existence and good standing in its respective state or jurisdiction of organization or incorporation, as applicableCredit Party State, shall maintain qualification and good standing in each other jurisdiction in which the failure to so qualify could reasonably be expected to have a any Material [†] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE COMMISSION Adverse Effect, and shall furnish to Bank the organizational identification number issued to Borrower it by the authorities of the jurisdiction Credit Party State in which Borrower it is organized, if applicable. Each of Borrower and the Parent Guarantors shall meet, and shall cause each of its Subsidiaries the other Credit Parties (other than the Excluded Subsidiaries) to meet, as applicable, the minimum funding requirements of ERISA with respect to any employee benefit plans subject to ERISA, except where the failure to meet such requirements has not had and could not reasonably be expected to have any Material Adverse Effect. Each of Borrower and the Parent Guarantors shall, and shall ensure that cause each Canadian Pension Plan and Canadian Benefit Plan is administered in a timely manner in all respects in accordance with of the applicable pension plan textother Credit Parties to, funding agreement, the Income Tax Act (Canada) and all other applicable laws. Borrower shall comply in all material respects with all applicable Environmental Laws, Laws and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to have a any Material Adverse Effect. Each of Borrower shall complyand the Parent Guarantors shall, and shall cause each of its Subsidiaries to complythe other Credit Parties to, comply with all statutes, laws, ordinances and government rules and regulations Applicable Law to which it is subject, and each of Borrower and the Parent Guarantors shall maintain, and shall cause each of its Subsidiaries the other Credit Parties to maintain, in force all licenses, approvals and agreementsLicenses, the loss of which or failure to comply with which would could reasonably be expected to have a any Material Adverse Effect.
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Samples: Loan and Security Agreement (NightHawk Radiology Holdings Inc)
Good Standing and Government Compliance. Borrower shall maintain its, its and each of its material Subsidiaries’ organizational existence and good standing (i) in its respective the case of Borrower, in the Borrower State and (ii) in the case of any Subsidiary, in the state or other jurisdiction of organization in which Subsidiary is incorporated or incorporationformed, as applicable, and shall maintain qualification and good standing in each other jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to Borrower by the authorities of the jurisdiction in which Borrower is organized, if applicable. Borrower shall meet, and shall cause each of its Subsidiaries Subsidiary to meet, as applicable, the minimum funding requirements of ERISA with respect to any employee benefit plans of such Borrower or such Subsidiary subject to ERISA. Borrower shall ensure that each Canadian Pension Plan and Canadian Benefit Plan is administered in a timely manner in all respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other applicable laws. Borrower shall comply in all material respects with all applicable Environmental Laws, and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to have a Material Adverse Effect. Borrower shall comply, and shall cause each of its Subsidiaries Subsidiary to comply, with all statutes, laws, ordinances and government rules and regulations to which it is subject, and shall maintain, and shall cause each of its Subsidiaries to maintain, in force all licenses, approvals and agreements, in each case, the loss of which or failure to comply with which would reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Loan and Security Agreement (Thayer Ventures Acquisition Corp)
Good Standing and Government Compliance. Borrower shall maintain its, its and each of its Material Subsidiaries’ organizational existence and good standing in its respective the Borrower State or in the state or jurisdiction of organization or incorporation, as applicablesuch Material Subsidiary’s organization, shall maintain qualification and good standing in each other jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect, and shall furnish to Bank the organizational identification number issued to Borrower by the authorities of the jurisdiction in which Borrower is organized, if applicable. Borrower shall meet, and shall cause each of its Subsidiaries Material Subsidiary to meet, as applicable, the minimum funding requirements of ERISA with respect to any employee benefit plans subject to ERISA. Borrower shall ensure that each Canadian Pension Plan and Canadian Benefit Plan is administered in a timely manner in all respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other applicable laws. Borrower shall comply in all material respects with all applicable Environmental Laws, and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to have a Material Adverse Effect. Borrower (i) shall comply, and shall cause each of its Subsidiaries Material Subsidiary to comply, with all statutes, laws, ordinances and government rules and regulations to which it is subjectsubject if the failure to comply therewith would reasonably be expected to have a Material Adverse Effect, and (ii) shall maintain, and shall cause each of its Material Subsidiaries to maintain, in force all licenses, approvals and agreements, the loss of which or failure to comply with which would reasonably be expected to have a Material Adverse Effect.
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Good Standing and Government Compliance. Each Borrower shall maintain itsmaintain, and each of at Lender’s request provide Lender evidence of, its Subsidiaries’ organizational existence and good standing in its respective the state or jurisdiction of organization or incorporation, as applicablein which it is organized, shall maintain maintain, and at Lender’s request provide Lender evidence of, qualification and good standing in each other jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect, and shall furnish to Bank Lender the organizational identification number issued to such Borrower by the authorities of the jurisdiction state in which such Borrower is organized, if applicable. Borrower Each Loan Party other than Borrowers shall maintain, and at Lender’s request provide Lender evidence of, its organizational existence and good standing in its state of organization, shall maintain, and at Lender’s request provide Lender evidence of, qualification and good standing in each other jurisdiction in which the failure to so qualify could have a Material Adverse Effect, and shall furnish to Lender the organizational identification number issued to such Loan Party by the authorities of the state in which such Loan Party is organized, if applicable. Each Loan Party shall meet, and shall cause each of its Subsidiaries Subsidiary to meet, as applicable, the minimum funding requirements of ERISA with respect to any employee benefit plans subject to ERISA. Borrower shall ensure that each Canadian Pension Plan and Canadian Benefit Plan is administered in a timely manner in all respects in accordance with the applicable pension plan text, funding agreement, the Income Tax Act (Canada) and all other applicable laws. Borrower Each Loan Party shall comply in all material respects with all applicable Environmental Laws, and maintain all material permits, licenses and approvals required thereunder where the failure to do so could reasonably be expected to have a Material Adverse Effect. Borrower Each Loan Party shall comply, and shall cause each of its Subsidiaries to comply, comply with all statutes, laws, ordinances and government rules and regulations to which it is subject, and shall maintain, and shall cause each of its Subsidiaries to maintain, maintain in force all licenses, approvals and agreements, the loss of which or failure to comply with which would reasonably be expected to have a Material Adverse Effect.
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