Common use of Organization and Validity Clause in Contracts

Organization and Validity. (a) Each Borrower is duly organized as either a partnership, corporation or limited liability company and validly existing or subsisting under the laws of its state of organization, incorporation or formation, is duly qualified, validly existing and, to the extent applicable, in good standing and has lawful power and authority to engage in the business it conducts in each state and other jurisdiction where the nature and extent of its business requires qualification, except where the failure to so qualify could not reasonably be expected to cause a Material Adverse Effect. A list of all states and other jurisdictions where each Borrower is qualified to do business is attached hereto as Schedule 2.01 and made a part hereof.

Appears in 2 contracts

Samples: Credit Agreement (Clarient, Inc), Credit Agreement (Clarient, Inc)

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Organization and Validity. (a) Each Borrower is duly organized as either a partnership, corporation or limited liability company and validly existing or subsisting under the laws of its state of organization, incorporation or formation, is duly qualified, validly existing and, to the extent applicable, in good standing and has lawful power and authority to engage in the business it conducts in each state and other jurisdiction where the nature and extent of its business requires qualification, except where the failure to so qualify could not reasonably be expected to cause a Material Adverse Effect. A list of all states and other jurisdictions where each Borrower is qualified to do business is attached hereto as Schedule 2.01 5.01 and made a part hereof.

Appears in 2 contracts

Samples: Credit Agreement (Adcare Health Systems, Inc), Credit Agreement (Prospect Medical Holdings Inc)

Organization and Validity. (a) a. Each Borrower (i) is duly organized as either a partnership, corporation or limited liability company company, duly organized and validly existing or subsisting under the laws of its the state of its organization, incorporation or formation, (ii) has the appropriate power and authority to operate its business and to own its Property and (iii) is duly qualified, is validly existing and, to the extent applicable, and in good standing and has lawful power and authority to engage in the business it conducts in each state and other jurisdiction where the nature and extent of its business requires qualification, except where the failure to so qualify does not and could not reasonably be expected to cause have a Material Adverse Effect. A list of all states and other jurisdictions where each Borrower is qualified to do business is shown on Schedule “5.1” attached hereto as Schedule 2.01 and made a part hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (Amerinac Holding Corp.)

Organization and Validity. (a) Each Borrower is duly organized as either a partnership, corporation or limited liability company and is validly existing or subsisting under the laws of its state of organization, incorporation or formation, is duly qualified, validly existing and, to the extent applicable, in good standing and has lawful power and authority to engage in the business it conducts in each state and other jurisdiction where in which the nature and extent of its business requires qualification, in each case except where the failure to so qualify could not reasonably be expected to cause a Material Adverse Effect. A list of all states and other jurisdictions where each in which Borrower is qualified to do business is attached hereto as Schedule 2.01 5.01 and made a part hereof.

Appears in 1 contract

Samples: Credit Agreement (Enzo Biochem Inc)

Organization and Validity. (a) Each Borrower is duly organized as either a partnership, corporation or limited liability company and validly existing or subsisting under the laws of its state of organization, incorporation or formation, is duly qualified, is validly existing and, to the extent applicable, and in good standing and has lawful power and authority to engage in the business it conducts in each state and other jurisdiction where the nature and extent of its business requires qualification, except where the failure to so qualify could would not reasonably be expected to cause have a Material Adverse Effect. A list of the jurisdiction in which each Borrower is organized as well as a list of all states and other jurisdictions where each Borrower is qualified to do business is attached hereto as Schedule 2.01 2 and made a part hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (Healthessentials Solutions Inc)

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Organization and Validity. (a) Each Borrower is duly organized as either a partnership, corporation or limited liability company and is validly existing or subsisting under the laws of its state of organization, incorporation or formation, is duly qualified, validly existing and, to the extent applicable, in good standing and has lawful power and authority to engage in the business it conducts in each state and other jurisdiction where in which the nature and extent of its business requires qualification, except where the failure to so qualify could not reasonably be expected to cause a Material Adverse Effect. A list of all states and other jurisdictions where each in which Borrower is qualified to do business is attached hereto as Schedule 2.01 5.01 and made a part hereof.

Appears in 1 contract

Samples: Credit Agreement (Assisted 4 Living, Inc.)

Organization and Validity. (a) a. Each Borrower (i) is duly organized as either a partnership, corporation or limited liability company company, duly organized and validly existing or subsisting under the laws of its the state of its organization, incorporation or formation, (ii) has the appropriate power and authority to operate its business and to own its Property and (iii) is duly qualified, is validly existing and, to the extent applicable, and in good standing and has lawful power and authority to engage in the business it conducts in each state and other jurisdiction where the nature and extent of its business requires qualification, except where the failure to so qualify does not and could not reasonably be expected to cause have a Material Adverse Effect. A list of all states and other jurisdictions where each Borrower is qualified to do business is shown on Schedule ”5.1” attached hereto as Schedule 2.01 and made a part hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (Amerinac Holding Corp.)

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