Common use of Organization, Good Standing, Etc Clause in Contracts

Organization, Good Standing, Etc. Each Loan Party (i) is a corporation, limited liability company or limited partnership duly organized, validly existing and in good standing under the laws of the state, province, territory or other jurisdiction of its organization, (ii) has all requisite power and authority to conduct its business as now conducted and as presently contemplated and, in the case of the Borrowers, to make the borrowings under the Financing Agreement, and to execute and deliver this Amendment and each other Loan Document to which it is a party, and to consummate the transactions contemplated hereby and by the Financing Agreement, as amended hereby, and (iii) is duly qualified to do business and is in good standing in each jurisdiction in which the character of the properties owned or leased by it or in which the transaction of its business makes such qualification necessary, except (solely for the purposes of this subclause (iii)) where the failure to be so qualified or in good standing, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Appears in 10 contracts

Samples: Financing Agreement (Mondee Holdings, Inc.), Financing Agreement (Mondee Holdings, Inc.), Financing Agreement (Mondee Holdings, Inc.)

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Organization, Good Standing, Etc. Each Loan Party (i) is a corporation, limited liability company or limited partnership duly organized, validly existing and in good standing (to the extent such concept is applicable in the relevant jurisdiction) under the laws of the state, province, territory state or other jurisdiction of its organization, (ii) has all requisite power and authority to conduct its business as now conducted and as presently contemplated and, in the case of the Borrowers, to make the borrowings under the Financing Agreementhereunder, and to execute and deliver this Amendment and each other Loan Document to which it is a party, and to consummate the transactions contemplated hereby and by the Financing Agreement, as amended herebythereby, and (iii) is duly qualified to do business and is in good standing (to the extent such concept is applicable in the relevant jurisdiction) in each jurisdiction in which the character of the properties owned or leased by it or in which the transaction of its business makes such qualification necessary, except (solely for the purposes of this subclause (iii)) where the failure to be so qualified or and in good standing, individually or in the aggregate, standing could not reasonably be expected to result in have a Material Adverse Effect.

Appears in 3 contracts

Samples: Financing Agreement (Cherokee Inc), Financing Agreement (Cherokee Inc), Financing Agreement (Cherokee Inc)

Organization, Good Standing, Etc. Each Loan Party (i) is a corporation, limited liability company or limited partnership duly organized, validly existing and in good standing under the laws of the state, province, territory or other jurisdiction of its organization, (ii) has all requisite power and authority to conduct its business as now conducted and as presently contemplated and, in the case of the Borrowers, to make the borrowings under the Financing Agreement, and to execute and deliver this Amendment Agreement and each other Loan Document to which it is a party, and to consummate the transactions contemplated hereby and by the Financing Agreement, as amended hereby, and (iii) is duly qualified to do business and is in good standing in each jurisdiction in which the character of the properties owned or leased by it or in which the transaction of its business makes such qualification necessary, except (solely for the purposes of this subclause (iii)) where the failure to be so qualified or in good standing, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Appears in 2 contracts

Samples: Financing Agreement (ITHAX Acquisition Corp.), Financing Agreement (ITHAX Acquisition Corp.)

Organization, Good Standing, Etc. Each Loan Party (i) is a corporation, limited liability company or limited partnership duly organized, validly existing and in good standing under the laws of the state, province, territory or other jurisdiction of its organization, (ii) has all requisite power and authority to conduct its business as now conducted and as presently contemplated and, in the case of the Borrowers, to make the borrowings under the Financing Agreement, and to execute and deliver this Amendment and each other Loan Document to which it is a party, and to consummate the transactions contemplated hereby and by the Financing Agreement, as amended hereby, and (iii) is duly qualified to do business and is in good standing in each jurisdiction in which the character of the properties owned or leased by it or in which the transaction of its business makes such qualification necessary, except (solely for the purposes of this subclause (iii)) where the failure to be so qualified or in good standing, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.. (c)

Appears in 2 contracts

Samples: Financing Agreement (Mondee Holdings, Inc.), Financing Agreement (Mondee Holdings, Inc.)

Organization, Good Standing, Etc. Each Loan Party Group Company (i) is a corporation, limited liability company or limited partnership partnership, as applicable, duly organizedincorporated or formed, as applicable, validly existing and in good standing under the laws of the state, province, territory state or other jurisdiction of its organizationincorporation or formation, as applicable, (ii) has all requisite corporate, limited liability or limited partnership, as applicable, power and authority to conduct its business as now conducted and as presently contemplated and, in the case of the BorrowersCompany, to make issue the borrowings under the Financing AgreementSeries A Preferred Shares hereunder, and to execute and deliver this Amendment and each other Loan Transaction Document to which it is a party, and to consummate the transactions contemplated hereby and by the Financing Agreement, as amended herebythereby, and (iii) is duly qualified to do business and is in good standing in each jurisdiction in which the character of the properties owned or leased by it or in which the transaction of its business makes such qualification necessary, except (solely for the purposes of this subclause clause (iii)) where the failure to be so qualified or and in good standing, individually or in the aggregate, standing could not reasonably be expected to result in have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Hc2 Holdings, Inc.)

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Organization, Good Standing, Etc. Each Loan Party (i) is a corporation, limited liability company or limited partnership duly organized, validly existing and in good standing under the laws of the state, province, territory or other jurisdiction of its organization, (ii) has all requisite power and authority to conduct its business as now conducted and as presently contemplated and, in the case of the Borrowers, to make the borrowings under the Financing Agreement, and to execute and deliver this Amendment and each other Loan Document to which it is a party, and to consummate the transactions contemplated hereby and by the Financing Agreement, as amended hereby, Agreement and (iii) is duly qualified to do business and is in good standing in each jurisdiction in which the character of the properties owned or leased by it or in which the transaction of its business makes such qualification necessary, except (solely for the purposes of this subclause (iii)) where the failure to be so qualified or in good standing, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Financing Agreement (Mondee Holdings, Inc.)

Organization, Good Standing, Etc. Each Loan Party (i) is a corporation, limited liability company or limited partnership duly organized, validly existing and in good standing under the laws of the state, province, territory or other jurisdiction of its organization, (ii) has all requisite power and authority to conduct its business as now conducted and as presently contemplated and, in the case of the Borrowers, to make the borrowings under the Financing Agreement, and to execute and deliver this Amendment Waiver and each other Loan Document to which it is a party, and to consummate the transactions contemplated hereby and by the Financing Agreement, as amended modified hereby, and (iii) is duly qualified to do business and is in good standing in each jurisdiction in which the character of the properties owned or leased by it or in which the transaction of its business makes such qualification necessary, except (solely for the purposes of this subclause (iii)) where the failure to be so qualified or in good standing, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Financing Agreement (Mondee Holdings, Inc.)

Organization, Good Standing, Etc. Each Loan Party (i) is a corporation, private limited company, limited liability company company, or limited partnership duly organized, validly existing and in good standing under the laws of the state, province, territory state or other jurisdiction of its organizationorganization or, in relation to each English Loan Party, a private limited company incorporated in England and Wales, (ii) has all requisite power and authority to conduct its business as now conducted and as presently contemplated and, in the case of the BorrowersBorrower, to make the borrowings under the Financing Agreementhereunder, and to execute and deliver this Amendment and each other Loan Document to which it is a party, and to consummate the transactions Transactions contemplated hereby and by the Financing Agreement, as amended herebythereby, and (iii) is duly qualified to do business and is in good standing in each jurisdiction in which the character of the properties owned or leased by it or in which the transaction of its business makes such qualification necessary, except (solely for the purposes of this subclause (iii)) where the failure to be so qualified or and in good standing, individually or in the aggregate, could would not reasonably be expected to result in have a Material Adverse Effect.

Appears in 1 contract

Samples: Financing Agreement (Turtle Beach Corp)

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