Common use of Organization and Qualification; Company Subsidiaries Clause in Contracts

Organization and Qualification; Company Subsidiaries. (a) Each of the Company and each Company Subsidiary is a corporation, exempted company, limited liability company or other legal entity validly existing and in good standing (or equivalent concept to the extent applicable) under the laws of the jurisdiction of its organization and has the requisite power and authority to own, lease and operate its properties and to carry on its business as it is now being conducted, except, in the case of each Company Subsidiary, where the failure to be so validly existing and in good standing would not have a Company Material Adverse Effect. Each of the Company and each Company Subsidiary is duly qualified or licensed as a foreign legal entity to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except for such failures to be so qualified or licensed and in good standing that would not have a Company Material Adverse Effect. (b) Section 3.01(b) of the Company Disclosure Schedule sets forth a true and complete list of all the Subsidiaries of the Company (each a “Company Subsidiary”), together with the jurisdiction of organization of each Company Subsidiary and the percentage of the outstanding share capital or other equity interests of each Company Subsidiary owned by the Company and each other Company Subsidiary. The Company does not directly or indirectly own any material equity or similar interest in, or any interest convertible into or exchangeable or exercisable for any equity or similar interest in, any corporation, partnership, joint venture or other business association or entity.

Organization and Qualification; Company Subsidiaries. (a) Each of the Company and each subsidiary of the Company Subsidiary (each a “Company Subsidiary”) is a corporation, exempted company, limited liability company or other legal entity duly organized, validly existing and in good standing (or equivalent concept to the extent applicable) under the laws Laws of the jurisdiction of its incorporation or organization and has the requisite corporate power and authority to own, lease and operate its properties and to carry on its business as it is now being conducted, except, in the case of each Company Subsidiary, except where the failure to be so validly existing and in good standing have such corporate power or authority would not have constitute a Company Material Adverse Effect. Each of the The Company and each Company Subsidiary is duly qualified or licensed as a foreign legal entity to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except for such failures to be so qualified or licensed and in good standing that would not have constitute a Company Material Adverse Effect. (b) Section 3.01(b) of the Company Disclosure Schedule sets forth a A true and complete list of all the Subsidiaries of the Company (each a “Company Subsidiary”)Subsidiaries, together with the form of legal entity and the jurisdiction of incorporation or organization of each Company Subsidiary Subsidiary, and the percentage of the outstanding share capital stock or other equity interests interest of each Company Subsidiary owned by the Company and each other Company Subsidiary, is set forth in Section 3.01(b) of the Disclosure Letter. The Company has provided Parent with the names of the directors and officers of each Company Subsidiary. Except for the Company Subsidiaries and Investment Assets held by the Company or any Company Subsidiary, the Company does not directly or indirectly own any material capital stock of or equity or similar voting interest in, or any interest convertible into or exchangeable or exercisable for any capital stock of or equity or similar voting interest in, any corporation, partnership, joint venture or other business association or entityperson.

Organization and Qualification; Company Subsidiaries. (a) Each of the Company and each subsidiary of the Company Subsidiary (each, a “Company Subsidiary”) is a corporation, exempted company, limited liability company or other legal entity duly organized, validly existing and in good standing (or equivalent concept to the extent applicable) under the laws of the jurisdiction of its incorporation or organization and has the requisite corporate power and authority to own, lease and operate its properties and to carry on its business as it is now being conducted, except, in the case of each Company Subsidiary, except where the failure to be so validly existing and in good standing have such power or authority would not have a Company Material Adverse Effect. Each of the The Company and each Company Subsidiary is duly qualified or licensed as a foreign legal entity to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except for such failures to be so qualified or licensed and in good standing that would not have a Company Material Adverse Effect. (b) Section 3.01(b) of the Company Disclosure Schedule sets forth a A true and complete list of all the Subsidiaries of the Company (each a “Company Subsidiary”)Subsidiaries, together with the form of legal entity and the jurisdiction of incorporation or organization of each Company Subsidiary and Subsidiary, the percentage of the outstanding share capital stock or other equity interests interest of each Company Subsidiary owned by the Company and each other Company Subsidiary, and the names of the directors and executive officers of each Company Subsidiary, is set forth in Section 4.01(b) of the Disclosure Schedule. The Except for the Company Subsidiaries and investment assets held by the Company or any Company Subsidiary, the Company does not directly or indirectly own any material equity or similar interest in, or any interest convertible into or exchangeable or exercisable for any equity or similar interest in, any corporation, partnership, joint venture or other business association or entityperson.

Organization and Qualification; Company Subsidiaries. (a) Each of the Company and each subsidiary of the Company Subsidiary (each a “Company Subsidiary”) is a corporation, exempted company, limited liability company or other legal entity duly organized, validly existing and in good standing (or equivalent concept to the extent applicable) under the laws of the jurisdiction of its incorporation or organization and has the requisite corporate power and authority to own, lease and operate its properties and to carry on its business as it is now being conducted, except, in the case of each Company Subsidiary, except where the failure to be so validly existing and in good standing have such corporate power or authority would not have constitute a Company Material Adverse Effect. Each of the The Company and each Company Subsidiary is duly qualified or licensed as a foreign legal entity to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except for such failures to be so qualified or licensed and in good standing that would not have constitute a Company Material Adverse Effect. (b) Section 3.01(b) of the Company Disclosure Schedule sets forth a A true and complete list of all the Subsidiaries of the Company (each a “Company Subsidiary”)Subsidiaries, together with the form of legal entity and the jurisdiction of incorporation or organization of each Company Subsidiary Subsidiary, and the percentage of the outstanding share capital stock or other equity interests interest of each Company Subsidiary owned by the Company and each other Company Subsidiary, is set forth in Section 3.01(b) of the Disclosure Letter. The Company has provided Parent with the names of the directors and officers of each Company Subsidiary. Except for the Company Subsidiaries and investment assets held by the Company or any Company Subsidiary, the Company does not directly or indirectly own any material equity or similar interest in, or any interest convertible into or exchangeable or exercisable for any equity or similar interest in, any corporation, limited liability company, partnership, joint venture or other business association or entity.

Organization and Qualification; Company Subsidiaries. (a) Each of the Company and each subsidiary of the Company Subsidiary (each a “Company Subsidiary”) is a corporation, exempted company, limited liability company or other legal entity duly organized, validly existing and in good standing (or equivalent concept to the extent applicable) under the laws of the jurisdiction of its incorporation or organization and has the requisite corporate power and authority to own, lease and operate its properties and to carry on its business as it is now being conducted, except, in the case of each Company Subsidiary, except where the failure to be so validly existing and in good standing have such power or authority would not have constitute a Company Material Adverse Effect. Each of the The Company and each Company Subsidiary is duly qualified or licensed as a foreign legal entity to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except for such failures to be so qualified or licensed and in good standing that would not have constitute a Company Material Adverse Effect. (b) Section 3.01(b) of the Company Disclosure Schedule sets forth a A true and complete list of all the Subsidiaries of the Company (each a “Company Subsidiary”)Subsidiaries, together with the form of legal entity and the jurisdiction of incorporation or organization of each Company Subsidiary and Subsidiary, the percentage of the outstanding share capital stock or other equity interests interest of each Company Subsidiary owned by the Company and each other Company Subsidiary, and the names of the directors and executive officers of each Company Subsidiary, is set forth in Section 3.01(b) of the Disclosure Letter. The Except for the Company Subsidiaries and investment assets held by the Company or any Company Subsidiary, the Company does not directly or indirectly own any material equity or similar interest in, or any interest convertible into or exchangeable or exercisable for any equity or similar interest in, any corporation, partnership, joint venture or other business association or entityperson.

Organization and Qualification; Company Subsidiaries. (a) Each of the Company and each Company Subsidiary is a corporation, exempted company, limited liability company or other legal entity duly organized, validly existing and in good standing (or equivalent concept to the extent applicable) under the laws of the jurisdiction of its organization and has the requisite power and authority to own, lease and operate its properties and to carry on its business as it is now being conducted, exceptexcept (other than with respect to the Company’s due organization, in the case of each Company Subsidiaryvalid existence, good standing and power and authority) where the failure to be so duly organized, validly existing and in good standing would not have a Company Material Adverse Effect. Each of the Company and each Company Subsidiary is duly qualified or licensed as a foreign legal entity to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except for such failures to be so qualified or licensed and in good standing that would not have a Company Material Adverse Effect. (b) Section 3.01(b4.01(b) of the Company Disclosure Schedule sets forth a true and complete list of all the Subsidiaries of the Company (each a “Company Subsidiary”), together with the jurisdiction of organization of each Company Subsidiary and the percentage of the outstanding share capital or other equity or voting interests of each Company Subsidiary owned by the Company and each other Company Subsidiary. The Company does not directly or indirectly own any material equity or similar interest in, or any interest convertible into or exchangeable or exercisable for any equity or similar interest in, any corporation, partnership, joint venture or other business association or entity, other than the Company Subsidiaries.