Common use of Good Standing of the Adviser Clause in Contracts

Good Standing of the Adviser. The Adviser has been duly organized and is validly existing and in good standing as a corporation under the laws of the State of Tennessee with full power and authority to own, lease and operate its properties and to conduct its business as described in the Prospectus and is duly qualified as a foreign company to transact business and is in good standing in each other jurisdiction in which such qualification is required except as would not, individually or in the aggregate, result in a material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospectus of such Adviser, whether or not arising in the ordinary course of business (an "Adviser Material Adverse Effect").