Mortgagor's Organizational Sample Clauses

Mortgagor's Organizational. Documents shall contain each of the representations, covenants and warranties set forth in this Section 9 and shall require Mortgagor to at all times cause there to be at least one (1) duly appointed member of the board of directors (each an "Independent Director") of Mortgagor who shall be an individual, natural person and whose vote will be required in connection with the voluntary filing for protection under the Bankruptcy Code or similar action by Mortgagor and who is not at the time of initial appointment, and may not have been at any time during the preceding five years, a shareholder of (other than as a shareholder of the REIT, so long as such person has not been a shareholder of the REIT within the last 2 years), or an officer, director (other than an Independent Director),
Sample 1
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Mortgagor's Organizational. Documents shall contain each of the representations, covenants and warranties set forth in this Section 9 and shall require Mortgagor to at all times cause there to be at least one (1) duly appointed member of the board of directors (each an "Independent Director") of Mortgagor who shall be an individual, natural person and whose vote will be required in connection with the voluntary filing for protection under the Bankruptcy Code or similar action by Mortgagor and who is not at the time of initial appointment, and may not have been at any time during the preceding five years, a shareholder of (other than as a shareholder of the REIT, so long as such person has not been a shareholder of the REIT within the last 2 years), or an officer, director (other than an Independent Director), partner, paid consultant or employee of, Mortgagor or any of its shareholders, subsidiaries or affiliates, a customer of, or supplier to, Mortgagor or any of its shareholders, subsidiaries or affiliates, a person or other entity controlling or under common control with any such shareholder, partner, supplier or customer, or a member of the immediate family of any such shareholder, officer, director, partner, employee, supplier or customer of Mortgagor. As used herein, the term "control" means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person or entity, whether through ownership of voting securities, by contract or otherwise. Mortgagor's Organizational Documents shall further require that upon the occurrence of any event that causes the Single Member to cease to be a member in Mortgagor, the Independent Director shall, without action of any person and simultaneously with the Single Member ceasing to be a member of Mortgagor, automatically be admitted to Mortgagor as a member and shall continue the Mortgagor without dissolution.
Sample 1

Related to Mortgagor's Organizational

  • Incorporation and Organization The Corporation has been incorporated or formed, as the case may be, is organized and is a valid and subsisting corporation or partnership, as the case may be, under the laws of its jurisdiction of existence and has all requisite corporate power and capacity to carry on its business as now conducted or proposed to be conducted and to own or lease and operate the property and assets thereof.

  • Foreign Terrorist Organizations Contractor represents and warrants that it is not engaged in business with Iran, Sudan, or a foreign terrorist organization, as prohibited by Section 2252.152 of the Texas Government Code.

  • Due Incorporation and Organization The Adviser is duly organized and is in good standing under the laws of the State of Connecticut and is fully authorized to enter into this Agreement and carry out its duties and obligations hereunder.

  • Due Organization The Seller is an entity duly organized, validly existing and in good standing under the laws of its jurisdiction of organization, and has all licenses necessary to carry on its business now being conducted and is licensed, qualified and in good standing under the laws of each state where a Mortgaged Property is located or is otherwise exempt under applicable law from such qualification or is otherwise not required under applicable law to effect such qualification; no demand for such qualification has been made upon the Seller by any state having jurisdiction and in any event the Seller is or will be in compliance with the laws of any such state to the extent necessary to enforce each Mortgage Loan and with respect to Cendant Mortgage, service each Mortgage Loan in accordance with the terms of this Agreement.

  • Jurisdiction of Organization During the term of the Receivables, CNHICA will maintain its “location” (as defined in Section 9-307 of the UCC) in one of the States.

  • Type and Jurisdiction of Organization, Organizational and Identification Numbers The type of entity of such Grantor, its state of organization, the organizational number issued to it by its state of organization and its federal employer identification number are set forth on Exhibit A.

  • Professional Organizations During the Term, Executive shall be reimbursed by the Company for the annual dues payable for membership in professional societies associated with subject matter related to the Company's interests. New memberships for which reimbursement will be sought shall be approved by the Company in advance.

  • Compliance with Organizational Documents The Seller shall comply with its limited liability company agreement and other organizational documents.

  • Due Organization, etc Parent is a company duly organized and validly existing under the laws of the jurisdiction of its incorporation. Parent has all necessary corporate power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby by Parent have been duly authorized by all necessary action on the part of Parent.

  • Preservation of Organization The Sellers shall use their best efforts to preserve the business organization of the Company (including Subsidiaries) intact and to persuade all employees of the Company or Subsidiaries to remain in its employment after the Closing; provided that nothing herein contained shall be deemed to constitute an obligation of the Sellers, Purchaser or the Company to continue the employment of any such employee. The Sellers shall also use their best efforts to retain, preserve and maintain the business relations of the Company or the Subsidiaries with its suppliers, customers and others having business relationships with it.

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