Organization and Good Standing of the Company. The Company has been duly incorporated, is validly existing as a corporation in good standing under the laws of the State of Maryland, has the corporate power and authority to own or lease, as the case may be, its property and to conduct its business as described in each of the Registration Statement, the Time of Sale Information and the Prospectus and is duly qualified to transact business and is in good standing in each jurisdiction in which the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that the failure to be so qualified or be in good standing would not have a material adverse effect on the condition, financial or otherwise, or in the earnings, business, properties, operations, or prospects of the Company, the Operating Partnership and the Subsidiaries taken as a whole (a “Material Adverse Effect”).
Appears in 6 contracts
Samples: Underwriting Agreement (Piedmont Office Realty Trust, Inc.), Underwriting Agreement (Piedmont Office Realty Trust, Inc.), Underwriting Agreement (Piedmont Office Realty Trust, Inc.)
Organization and Good Standing of the Company. The Company has been duly incorporated, incorporated and is validly existing as a corporation in good standing under the laws of the State of MarylandDelaware, has the with full corporate power and authority to own or leaseown, as the case may be, lease and operate its property properties and to conduct its business in all material respects as described in each of the Registration Statement, the Time of Sale Information and the Prospectus and Prospectus. The Company is duly qualified to transact do business as a foreign corporation and is in good standing in each jurisdiction in which where the ownership or leasing of its properties or the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that where the failure to be so qualified or be and in good standing would not not, individually or in the aggregate, have a material adverse effect on the condition, financial or otherwise, or in the earningsoperations, business, prospects, properties, operations, financial condition or prospects results of operation of the Company, the Operating Partnership Company and the its Subsidiaries taken as a whole (a “Material Adverse Effect”).
Appears in 6 contracts
Samples: Underwriting Agreement (Range Resources Corp), Underwriting Agreement (Range Resources Corp), Underwriting Agreement (Range Resources Corp)
Organization and Good Standing of the Company. The Company has been duly incorporated, incorporated and is validly existing as a corporation in good standing under the laws of the State of MarylandDelaware, has the with full corporate power and authority to own or leaseown, as the case may be, lease and operate its property properties and to conduct its business in all material respects as described in each of the Registration Statement, the Time of Sale Information and the Prospectus and Offering Memorandum. The Company is duly qualified to transact do business as a foreign corporation and is in good standing in each jurisdiction in which where the ownership or leasing of its properties or the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that where the failure to be so qualified or be and in good standing would not not, individually or in the aggregate, have a material adverse effect on the condition, financial or otherwise, or in the earningsoperations, business, prospects, properties, operations, financial condition or prospects results of operation of the Company, the Operating Partnership Company and the Subsidiaries its subsidiaries taken as a whole (a “Material Adverse Effect”).
Appears in 5 contracts
Samples: Purchase Agreement (Range Resources Corp), Purchase Agreement (Range Resources Corp), Purchase Agreement (Range Resources Corp)
Organization and Good Standing of the Company. The Company has been duly incorporated, incorporated and is validly existing as a corporation in good standing under the laws of the State of MarylandDelaware, has the with full corporate power and authority to own or leaseown, as the case may be, lease and operate its property properties and to conduct its business in all material respects as described in each of the Registration Statement, the Time of Sale Information and the Prospectus and Prospectus. The Company is duly qualified to transact do business as a foreign corporation and is in good standing in each jurisdiction in which where the ownership or leasing of its properties or the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that where the failure to be so qualified or be and in good standing would not not, individually or in the aggregate, have a material adverse effect on the condition, financial or otherwise, or in the earningsoperations, business, prospects, properties, operations, financial condition or prospects results of operation of the Company, the Operating Partnership Company and the Subsidiaries its Subsidiary Guarantors taken as a whole (a “Material Adverse Effect”).
Appears in 4 contracts
Samples: Underwriting Agreement (Range Resources Corp), Underwriting Agreement (Range Resources Corp), Underwriting Agreement (Range Resources Corp)
Organization and Good Standing of the Company. The Company has been duly incorporated, incorporated and is validly an existing as a corporation in good standing under the laws of the State of MarylandDelaware, has the corporate with power and authority (corporate and other) to own or lease, as the case may be, its property properties and to conduct its business as described in each of the Registration Statement, the Time of Sale Information Pricing Disclosure Package; and the Prospectus and Company is duly qualified to transact do business and is as a foreign corporation in good standing in each jurisdiction all other jurisdictions in which its ownership or lease of property or the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that where the failure to be so duly qualified or be in good standing would not not, individually or in the aggregate, have a material adverse effect on the condition, condition (financial or otherwise), or in the earnings, business, properties, results of operations, business or prospects properties of the Company, the Operating Partnership Company and the Subsidiaries its subsidiaries taken as a whole (a “Material Adverse Effect”).
Appears in 2 contracts
Samples: Underwriting Agreement (First Solar, Inc.), Underwriting Agreement (First Solar, Inc.)
Organization and Good Standing of the Company. The Company has been duly incorporated, is validly existing as a corporation in good standing under the laws of the State of Maryland, has the corporate power and authority to own or lease, as the case may be, its property and to conduct its business as described in each of the Registration Statement, the Time of Sale Information General Disclosure Package and the Prospectus and is duly qualified to transact business and is in good standing in each jurisdiction in which the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that the failure to be so qualified or be in good standing would not have a material adverse effect on the condition, financial or otherwise, or in the earnings, business, properties, operations, or prospects of the Company, the Operating Partnership and the Subsidiaries taken as a whole (a “Material Adverse Effect”).
Appears in 1 contract
Samples: Equity Distribution Agreement (Piedmont Office Realty Trust, Inc.)
Organization and Good Standing of the Company. The Company has been duly incorporated, incorporated and is validly existing as a corporation in good standing under the laws of the State of MarylandDelaware, has the corporate with power and authority (corporate and other) to own or leaseown, as the case may be, lease and operate its property properties and to conduct its business as described in each of the Registration StatementApplicable Memoranda and to enter into and perform its obligations under this Agreement, the Time of Sale Information and the Prospectus and is has been duly qualified to transact as a foreign corporation for the transaction of business and is in good standing in under the laws of each other jurisdiction in which the conduct of its it owns or leases properties or conducts any business or its ownership or leasing of property requires so as to require such qualification, except to the extent that where the failure so to be so qualified qualify or be in good standing would not have a material adverse effect on the condition, financial or otherwise, or in the earnings, business, properties, operationsfinancial position, results of operations or business prospects of the Company, the Operating Partnership Company and the its Subsidiaries taken as a whole or would prevent or impair the consummation of the transactions contemplated by this Agreement (a “Material Adverse Effect”).
Appears in 1 contract
Samples: Purchase Agreement (Egalet Corp)
Organization and Good Standing of the Company. The Company has been duly incorporated, incorporated and is validly existing as a corporation in good standing under the laws of the State its jurisdiction of Marylandincorporation, has the corporate with power and authority (corporate and other) to own or lease, as the case may be, its property properties and to conduct its business as described in each of the Registration Statement, the Time of Sale Information Statement and the Prospectus Prospectus, and is has been duly qualified to transact as a foreign corporation for the transaction of business and is in good standing in under the laws of each other jurisdiction in which the conduct of its business it owns or its ownership leases properties, or leasing of property requires conducts any business, so as to require such qualification, except to the extent that other than where the failure to be so qualified or be in good standing would not have a material adverse effect on the condition, financial or otherwise, or in the earnings, business, properties, operations, or prospects of the Company, the Operating Partnership and the Subsidiaries taken as a whole (a “Material Adverse Effect”).
Appears in 1 contract
Organization and Good Standing of the Company. The Company has been duly incorporated, incorporated and is validly existing as a corporation in good standing under the laws of the State of MarylandDelaware, has the with full corporate power and authority to own or leaseown, as the case may be, lease and operate its property properties and to conduct its business in all material respects as described in each of the Registration Statement, the Time of Sale Information and the Prospectus and Offering Memorandum. The Company is duly qualified to transact do business as a foreign corporation and is in good standing in each jurisdiction in which where the ownership or leasing of its properties or the conduct of its business or its ownership or leasing of property requires such qualification, except to the extent that where the failure to be so qualified or be and in good standing would not not, individually or in the aggregate, have a material adverse effect on the condition, financial or otherwise, or in the earningsoperations, business, prospects, properties, operations, financial condition or prospects results of operation of the Company, the Operating Partnership Company and the Subsidiaries its Subsidiary Guarantors taken as a whole (a “Material Adverse Effect”).
Appears in 1 contract