Common use of Organization and Good Standing of the Company and the Subsidiaries Clause in Contracts

Organization and Good Standing of the Company and the Subsidiaries. The Company and each Subsidiary has been duly incorporated or organized under the laws of its jurisdiction of incorporation or organization; is validly existing and in good standing under the laws of its respective jurisdiction of incorporation or organization; is duly qualified to do business and is in good standing in each other jurisdiction in which it owns or leases property, or conducts any business, so as to require such qualification, except where the failure to be so qualified or in good standing or have such power or authority would not, individually or in the aggregate, have a material adverse effect on the business, properties, management, financial position, stockholders’ equity, results of operations or prospects of the Company and the Subsidiaries taken as a whole or on the performance by the Company or the Guarantor of its obligations under the Transaction Documents (as defined below) (a “Material Adverse Effect”).

Organization and Good Standing of the Company and the Subsidiaries. The Company and each Subsidiary has been duly incorporated or organized under the laws of its jurisdiction of incorporation or organization; is validly existing and in good standing under the laws of its respective jurisdiction of incorporation or organization; is duly qualified to do business and is in good standing in each other jurisdiction in which it owns or leases property, or conducts any business, so as to require such qualification, except where the failure to be so qualified or in good standing or have such power or authority would not, individually or in the aggregate, have a material adverse effect on the business, properties, management, financial position, stockholders’ equity, results of operations or prospects of the Company and the Subsidiaries taken as a whole or on the performance by the Company or any of the Guarantor Subsidiaries of its obligations under the Transaction Documents (as defined below) to which it is a party (a “Material Adverse Effect”).

Organization and Good Standing of the Company and the Subsidiaries. The Company and each Subsidiary (as defined herein) has been duly incorporated or organized under the laws of its jurisdiction of incorporation or organization; is validly existing and in good standing under the laws of their respective jurisdictions of organization under the laws of its respective jurisdiction of incorporation or organization; , is duly qualified to do business and is in good standing in each other jurisdiction in which it owns or leases propertyproperties, or conducts any business, so as to require such qualification, except where the failure to be so qualified or in good standing or have such power or authority would not, individually or in the aggregate, have a material adverse effect on the business, properties, management, financial position, stockholders’ equity, results of operations or prospects of the Company and the Subsidiaries taken as a whole or on the performance by the Company or the Guarantor of its obligations under the Transaction Documents (as defined below) this Agreement (a “Material Adverse Effect”).

Organization and Good Standing of the Company and the Subsidiaries. The Company and each Subsidiary (as defined herein) has been duly incorporated or organized under the laws of its jurisdiction of incorporation or organization; is validly existing and in good standing under the laws of its their respective jurisdiction jurisdictions of incorporation or organization; is duly qualified to do business and is in good standing in each other jurisdiction in which it owns or leases propertyproperties, or conducts any business, so as to require such qualification, except where the failure to be so qualified or in good standing or have such power or authority would not, individually or in the aggregate, have a material adverse effect on the business, properties, management, financial position, stockholders’ equity, results of operations or prospects of the Company and the Subsidiaries taken as a whole or on the performance by the Company or the Guarantor of its their obligations under the Transaction Documents (as defined below) (a “Material Adverse Effect”).