Common use of Organization and Qualification; Material Adverse Effect Clause in Contracts

Organization and Qualification; Material Adverse Effect. The Company is a corporation duly incorporated and existing in good standing under the laws of the State of Delaware and has the requisite corporate power to own its properties and to carry on its business as now being conducted. The Company is duly qualified as a foreign corporation to do business and is in good standing in every jurisdiction in which the nature of the business conducted or property owned by it makes such qualification necessary other than those in which the failure so to qualify would not have a Material Adverse Effect. “Material Adverse Effect” means any adverse effect on the business, operations, properties, prospects or financial condition of the Company and its subsidiaries, if any, and which is (either alone or together with all other adverse effects) material to the Company and its subsidiaries.

Organization and Qualification; Material Adverse Effect. The Company is a corporation duly incorporated and existing in good standing under the laws of the State of Delaware and has the requisite corporate power to own its properties and to carry on its business as now being conducted. The Company is duly qualified as a foreign corporation to do business and is in good standing in every jurisdiction in which the nature of the business conducted or property owned by it makes such qualification necessary other than those in which the failure so to qualify would not have a Material Adverse Effect. “Material Adverse Effect” means any adverse effect on the business, operations, properties, prospects or financial condition of the Company and its subsidiaries, if any, and which is (either alone or together with all other adverse effects) material to the Company and its subsidiaries.

Organization and Qualification; Material Adverse Effect. The Company is a corporation has been duly incorporated and is an existing corporation in good standing under the laws of the State of Delaware and has the requisite Delaware, with corporate power and authority to own its properties and to carry on conduct its business as now being conducted. The described in the Prospectus; and the Company is duly qualified to do business as a foreign corporation to do business and is in good standing in every jurisdiction all other jurisdictions in which its ownership or lease of property or the nature conduct of its business requires such qualification, except to the business conducted or property owned by it makes such qualification necessary other than those in which the extent that failure to be so to qualify qualified would not individually or in the aggregate reasonably be expected to have a Material Adverse Effect. “Material Adverse Effect” means any material adverse effect on the condition (financial or other), business, operations, properties, prospects properties or financial condition results of operations of the Company and its subsidiaries, if any, and which is Subsidiaries (either alone or together with all other adverse effectsas defined herein) material to the Company and its subsidiariestaken as a whole (a "Material Adverse Effect").