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

Organization and Good Standing of the Subsidiaries. Each Subsidiary has been duly organized, is validly existing and in good standing as a corporation or limited liability company, as applicable, under the laws of the jurisdiction of its organization, as applicable, with the requisite power and authority (corporate or limited liability company, as applicable) to own and lease its properties and conduct its business as described in each of the Offering Memorandum and the Final Memorandum. Each Subsidiary is duly qualified to do business as a foreign corporation or limited liability company, as applicable, in good standing in all jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Purchase Agreement (Rex Energy Corp), Purchase Agreement (Rex Energy Corp), Purchase Agreement (Rex Energy Corp)

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Organization and Good Standing of the Subsidiaries. Each Subsidiary has been duly organizedformed, is validly existing and in good standing as a corporation or corporation, limited liability company, limited partnership or other type of entity or organization, as applicablethe case may be, in good standing under the laws of the jurisdiction of its organizationin which it is chartered or was organized, as applicable, with and has the requisite power and authority (corporate or limited liability companyto own, as applicable) to own operate and lease its properties and to conduct its business as described in each of the Offering Memorandum Registration Statement, the Pricing Disclosure Package and the Final Memorandum. Each Subsidiary Prospectus, and is duly qualified to do transact business as a foreign corporation or limited liability company, as applicable, and is in good standing in all jurisdictions each jurisdiction 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 where to the extent that the failure to be so qualified or be in good standing would not, individually or in the aggregate, reasonably be expected to not have a Material Adverse Effectmaterial adverse effect on the Company and the Subsidiaries, taken as a whole.

Appears in 1 contract

Samples: Underwriting Agreement (InvenTrust Properties Corp.)

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Organization and Good Standing of the Subsidiaries. Each Subsidiary has been duly organized, is validly existing and in good standing as a corporation or limited liability company, as applicable, under the laws of the jurisdiction of its organization, as applicable, with the requisite power and authority (corporate or limited liability company, as applicable) to own and lease its properties and conduct its business as described in each of the Offering Memorandum Pricing Disclosure Package and the Final MemorandumProspectus. Each Subsidiary is duly qualified to do business as a foreign corporation or limited liability company, as applicable, in good standing in all jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (Rex Energy Corp)

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