Common use of Organization; Authority; No Approvals; No Conflict; No Consent Clause in Contracts

Organization; Authority; No Approvals; No Conflict; No Consent. (a) Each of the Company, its Subsidiaries and CAM has been duly incorporated or formed and is validly existing and in good standing under the Laws of its jurisdiction of incorporation or organization. Where applicable, each of the Company, its Subsidiaries and CAM is duly qualified or licensed as a foreign corporation, partnership or other entity to do business and is in good standing in each jurisdiction in which the nature of its business or properties makes such qualification or license necessary, and each of the Company, its Subsidiaries and CAM has full power and authority necessary to own all of its properties and assets and to carry on its business as it is now being conducted, except where failure to be so qualified, licensed or in good standing or to have such power or authority (as applicable) would not, individually or in the aggregate, (x) have a Company Material Adverse Effect or (y) prohibit or materially impair the Company or the Sellers’ ability to consummate the transactions contemplated hereby or perform their obligations hereunder on a timely basis. True and complete copies of the Organizational Documents of the Company, its Subsidiaries and CAM, as in effect as of the date hereof, have heretofore been made available to the Purchaser.

Appears in 1 contract

Samples: Purchase Agreement (Aveon Group L.P.)

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Organization; Authority; No Approvals; No Conflict; No Consent. (a) Each of the Company, its Subsidiaries Subsidiaries, the Seller and CAM the Investment Advisor has been duly incorporated or formed and is validly existing and in good standing under the Laws of its jurisdiction of incorporation or organization. Where applicable, each of the Company, its Subsidiaries Subsidiaries, the Seller and CAM the Investment Advisor is duly qualified or licensed as a foreign corporation, partnership or other entity to do business and is in good standing in each jurisdiction in which the nature of its business or properties makes such qualification or license necessary, and each of the Company, its Subsidiaries Subsidiaries, the Seller and CAM the Investment Advisor has full power and authority necessary to own all of its properties and assets and to carry on its business as it is now being conducted, except where failure to be so qualified, licensed or in good standing or to have such power or authority (as applicable) would notnot reasonably be expected, individually or in the aggregate, to (x) have a Company Material Adverse Effect or (y) prohibit or materially impair the Company or the Sellers’ Seller’s ability to consummate the transactions contemplated hereby or perform their obligations hereunder on a timely basis. True and complete copies of the Organizational Documents of the Company, its Subsidiaries Subsidiaries, the Seller and CAMthe Investment Advisor, as in effect as of the date hereof, have heretofore been made available to the Purchaser.

Appears in 1 contract

Samples: Purchase Agreement (Aveon Group L.P.)

Organization; Authority; No Approvals; No Conflict; No Consent. (a) Each of the Company, its Subsidiaries and CAM BAM has been duly incorporated or formed and is validly existing and in good standing under the Laws of its jurisdiction of incorporation or organization. Where applicable, each of the Company, its Subsidiaries and CAM BAM is duly qualified or licensed as a foreign corporation, partnership or other entity to do business and is in good standing in each jurisdiction in which the nature of its business or properties makes such qualification or license necessary, and each of the Company, its Subsidiaries and CAM BAM has full power and authority necessary to own all of its properties and assets and to carry on its business as it is now being conducted, except where failure to be so qualified, licensed or in good standing or to have such power or authority (as applicable) would notnot reasonably be expected, individually or in the aggregate, to (x) have a Company Material Adverse Effect or (y) prohibit or materially impair the Company or the Sellers’ ability to consummate the transactions contemplated hereby or perform their obligations hereunder on a timely basis. True and complete copies of the Organizational Documents of the Company, its Subsidiaries and CAMBAM, as in effect as of the date hereof, have heretofore been made available to the Purchaser.

Appears in 1 contract

Samples: Purchase Agreement (Aveon Group L.P.)

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Organization; Authority; No Approvals; No Conflict; No Consent. (a) Each of the The Company, its Subsidiaries WIC and CAM has WGFMC have been duly incorporated or formed and is are validly existing and in good standing under the Laws of its their jurisdiction of incorporation or organization. Where applicable, each of the Company, its Subsidiaries WIC and CAM WGFMC is duly qualified or licensed as a foreign corporation, partnership or other entity to do business and is in good standing in each jurisdiction in which the nature of its business or properties makes such qualification or license necessary, and each of the Company, its Subsidiaries WIC and CAM WGFMC has full power and authority necessary to own all of its properties and assets and to carry on its business as it is now being conducted, except where failure to be so qualified, licensed or in good standing or to have such power or authority (as applicable) would notnot reasonably be expected, individually or in the aggregate, to (x) have a Company Material Adverse Effect or (y) prohibit or materially impair the Company Company’s, WIC’s or the Sellers’ WGFMC’s ability to consummate the transactions contemplated hereby or perform their obligations hereunder on a timely basis. True and complete copies of the Organizational Documents organizational documents of the Company, its Subsidiaries WIC and CAMWGFMC and each of their Subsidiaries, as in effect as of the date hereof, have heretofore been made available to the Purchaser.

Appears in 1 contract

Samples: Purchase Agreement (Aveon Group L.P.)

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