Common use of Organization; Corporate Existence Clause in Contracts

Organization; Corporate Existence. Each of the Borrowers: (a) is a corporation duly organized, validly existing and in good standing under the laws of the States of Delaware or New York, (b) has all requisite corporate power and authority to own its properties and to carry on its businesses as now conducted and as proposed hereafter to be conducted, (c) is duly qualified to do business as a foreign corporation in each and every jurisdiction where such qualification is necessary and where the failure to so qualify would have a material adverse effect on its financial condition, business, operations, assets or properties, and (d) has all requisite corporate power and authority to execute and deliver, and perform all of its obligations under this Agreement, the Notes, the Warrants and the Security Documents. True and complete copies of the: (i) Certificates of Incorporation of each of the Borrowers, as amended and restated to date, and (ii) By-Laws of each of the Borrowers, together with all amendments thereto, have been furnished to the Lender.

Organization; Corporate Existence. Each of the Borrowers: ------------------------------------------------ (a) is a corporation duly organized, validly existing and in good standing under the laws of the States State of Delaware or New YorkDelaware, (b) has all requisite corporate power and authority to own its properties and to carry on its businesses as now conducted and as proposed hereafter to be conducted, (c) is duly qualified to do business as a foreign corporation in each and every jurisdiction where such qualification is necessary and where the failure to so qualify would have a material adverse effect on its financial condition, business, operations, assets or properties, and (d) has all requisite corporate power and authority to execute and deliver, and perform all of its obligations under under, this Agreement, the Notes, the Warrants Notes and each of the Security Documents, including the Mortgages. True and complete copies of the: (i) Certificates of Incorporation of each of the all Borrowers, as amended and restated to date, and (ii) By-Laws of each of the Borrowers, together with all amendments thereto, have been furnished to the LenderLenders.