Common use of Incorporation; Good Standing Clause in Contracts

Incorporation; Good Standing. Each of the Borrower and its ---------------------------- Subsidiaries (a) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (b) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effect.

Incorporation; Good Standing. Each of the Borrower and its ---------------------------- Subsidiaries (ai) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (bii) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (ciii) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effectmaterially adverse effect on the business, assets or financial condition of the Borrower or its Subsidiaries taken as a whole.

Incorporation; Good Standing. Each of the Borrower and its ---------------------------- Subsidiaries (a) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (b) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effect.

Incorporation; Good Standing. Each of the Borrower and each of its ---------------------------- Subsidiaries (a) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (b) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effectmaterially adverse effect on the business, assets or financial condition of the Borrower and its Subsidiaries, considered as a whole.

Incorporation; Good Standing. Each of the Borrower and its ---------------------------- Subsidiaries (a) is a corporation duly organized, validly existing and in good standing under the laws of its state or country of incorporation, (b) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effect.

Incorporation; Good Standing. Each of the Borrower and its ---------------------------- Subsidiaries (ai) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (bii) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (ciii) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effect.qualified

Incorporation; Good Standing. Each of the The Borrower and its ---------------------------- Subsidiaries (a) is a corporation are corporations duly organized, validly existing and in good standing under the laws of its state their states of incorporation, (b) has have all requisite corporate power to own its their property and conduct its their business as now conducted and as presently contemplated, and (c) is are in good standing as a foreign corporation corporations, and is are duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effect.

Incorporation; Good Standing. Each of the Borrower and its ---------------------------- Subsidiaries (ai) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (bii) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (ciii) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effect.

Incorporation; Good Standing. Each of the Borrower and its ---------------------------- Subsidiaries (a) is a corporation (or similar business entity) duly organized, validly existing and in good standing under the laws of its state jurisdiction of incorporationincorporation or formation, (b) has all requisite corporate (or the equivalent company) power to own its property and conduct its business as now conducted and as presently contemplated, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effect.conducted

Incorporation; Good Standing. Each of Holdings, the Borrower and its ---------------------------- Subsidiaries (a) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (b) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would could not reasonably be expected to have a Material Adverse Effect.

Incorporation; Good Standing. Each of the Borrower and its ---------------------------- Subsidiaries (a) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (b) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplatedconducted, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effect.

Incorporation; Good Standing. Each of the The Borrower and its ---------------------------- Subsidiaries (ai) is a corporation are corporations duly organized, validly existing and in good standing under the laws of its state the states of their incorporation, ; (bii) has have all requisite corporate power to own its their property and conduct its business their businesses as now conducted and as presently contemplated, ; and (ciii) is are in good standing as a foreign corporation corporations and is are duly authorized to do business in each jurisdiction where such qualification is necessary except where a the failure to be so qualified would not have a Material Adverse Effectmaterial adverse effect on the business and financial condition of the Borrower or Subsidiaries.

Incorporation; Good Standing. Each of the Borrower and ---------------------------- its ---------------------------- Subsidiaries (a) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (b) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effectmaterially adverse effect on the business, assets or financial condition of the Borrower or its Subsidiaries.

Incorporation; Good Standing. Each of the Borrower and ---------------------------- its ---------------------------- Subsidiaries (a) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (b) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effect.

Incorporation; Good Standing. Each of the Borrower and its ---------------------------- Subsidiaries (a) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (b) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effectnecessary.

Incorporation; Good Standing. Each of the Guarantor, Borrower and its ---------------------------- Subsidiaries (a) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (b) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effect.

Incorporation; Good Standing. Each of the Borrower Borrowers and its ---------------------------- each of their Subsidiaries (ai) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation, (bii) has all requisite corporate power to own or lease its property as the case may be and conduct its business as now conducted and as presently contemplated, and (ciii) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Materially Adverse Effect.

Incorporation; Good Standing. Each of the Borrower Borrowers and its ---------------------------- Subsidiaries (a) is a corporation duly organized, validly existing and in good standing under the laws of its state or country of incorporation, (b) has all requisite corporate power to own its property and conduct its business as now conducted and as presently contemplated, and (c) is in good standing as a foreign corporation and is duly authorized to do business in each jurisdiction where such qualification is necessary except where a failure to be so qualified would not have a Material Adverse Effect.