Common use of Organization; Good Standing; Subsidiaries Clause in Contracts

Organization; Good Standing; Subsidiaries. The Company is a corporation duly formed, validly existing and in good standing under the laws of the state of its incorporation (Georgia or Delaware, as applicable.) The Company has furnished to the Agent a true and complete copy of its charter or articles of incorporation and its bylaws as in effect as of the date of this Agreement, including all amendments thereto, and agrees to furnish to the Agent a true and complete copy of any amendment adopted after the Effective Date promptly after it is adopted. The Company warrant and represents that the Company and its Subsidiaries each has the full legal power and authority to own its properties and to carry on its business as currently conducted and each is duly qualified to do business as a foreign corporation and in good standing in each jurisdiction in which the ownership of its property or the transaction of its business makes such qualification necessary, except in jurisdictions, if any, where a failure to be qualified, licensed or in good standing has no material adverse effect on any of the Central Elements relative to HC and its Subsidiaries. Neither Company has any Subsidiaries except as set forth on Exhibit D (which lists the Companies’ Subsidiaries as of the Effective Date) or as have been subsequently disclosed by the Companies to the Agent in writing. Exhibit D states the name of each such Subsidiary as of the Effective Date, place of incorporation, each state in which it is qualified as a foreign corporation and the percentage ownership of the capital stock of each such Subsidiary by the Company.

Appears in 3 contracts

Samples: Credit Agreement, Senior Secured Credit Agreement (Homebanc Corp), Senior Secured Credit Agreement (Homebanc Corp)

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Organization; Good Standing; Subsidiaries. The Company is a corporation duly formed, validly existing and in good standing under the laws of the state State of its incorporation (Georgia or Delaware, as applicable.) . The Company has furnished to the Agent a true and complete copy of its the Company's charter or articles of incorporation and its bylaws as in effect as of or corporate regulations, and all amendments to each made on or before the date of this Agreement, including all amendments thereto, and agrees to furnish to the Agent a true and complete copy of any amendment adopted after the Effective Date promptly after it is adoptedeffective date of this Agreement. The Company warrant warrants and represents that the Company and its Subsidiaries each has the full legal power and authority to own its properties and to carry on its business as currently conducted and each is duly qualified to do business as a foreign corporation and in good standing in each jurisdiction in which the ownership of its property or the transaction of its business makes such qualification necessary, except in jurisdictions, if any, where a failure to be qualified, licensed or in good standing has no material adverse effect on any of the Central Elements relative to HC and its SubsidiariesElements. Neither The Company has does not have any Subsidiaries (other than single-purpose finance Subsidiaries all of whose indebtedness for borrowed money or other material indebtedness is nonrecourse Structured Securities Debt) except as set forth on Exhibit EXHIBIT D (which lists the Companies’ Subsidiaries as of the Effective Date) or as have been subsequently disclosed by the Companies Company to the Agent in writing. Exhibit EXHIBIT D states the name of each such Subsidiary as of the Effective DateDate (other than such single-purpose finance Subsidiaries), place of incorporation, each state in which it is qualified as a foreign corporation and the percentage ownership of the capital stock of each such Subsidiary by the Company.

Appears in 2 contracts

Samples: Senior Secured Credit Agreement (Long Beach Financial Corp), Senior Secured Credit Agreement (Long Beach Financial Corp)

Organization; Good Standing; Subsidiaries. The Company Each Borrower is a corporation duly formed, validly existing and in good standing under the laws of the state State of its incorporation (Georgia or Delaware, as applicable.) The Company Maryland. Each Borrower has furnished to the Agent Lender a true and complete copy of its charter or articles of incorporation and its bylaws or regulations (as the case may be) as in effect as of the date of this Agreement, including all amendments thereto, and agrees to furnish to the Agent Lender a true and complete copy of any amendment adopted after the Effective Date promptly after it is adopted. The Company warrant Each Borrower warrants and represents that the Company Borrower and its Subsidiaries each has the full legal power and authority to own its properties and to carry on its business as currently conducted and each is duly qualified to do business as a foreign corporation and in good standing in each jurisdiction in which the ownership of its property or the transaction of its business makes such qualification necessary, except in jurisdictions, if any, where a failure to be qualified, licensed or in good standing has no material adverse effect on any of the Central Elements relative to HC in respect of the Borrowers and its their consolidated Subsidiaries, taken as a whole. Neither Company has The Borrowers do not have any Subsidiaries except as set forth on Exhibit D (which lists the Companies’ Subsidiaries as of the Effective Date) C or as have been subsequently disclosed by the Companies Borrowers to the Agent Lender in writing. Exhibit D C states the name of each such Subsidiary as of the Effective Date, place of incorporation, each state in which it is qualified as a foreign corporation and the percentage ownership of the capital stock of each such Subsidiary by the CompanyBorrowers.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Fieldstone Investment Corp)

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Organization; Good Standing; Subsidiaries. The Company is a corporation duly formed, validly existing and in good standing under the laws of the state of its incorporation (Georgia or Delaware, as applicable.) incorporation. The Company has furnished to the Agent a true and complete copy of its the Company's charter or articles of incorporation and its bylaws as in effect as of or corporate regulations, and all amendments to each made on or before the date of this Agreement, including all amendments thereto, and agrees to furnish to the Agent a true and complete copy of any amendment adopted after the Effective Date promptly after it is adoptedeffective date of this Agreement. The Company warrant warrants and represents that the Company and its Subsidiaries each has the full legal power and authority to own its properties and to carry on its business as currently conducted and each is duly qualified to do business as a foreign corporation and in good standing in each jurisdiction in which the ownership of its property or the transaction of its business makes such qualification necessary, except in jurisdictions, if any, where a failure to be qualified, licensed or in good standing has no material adverse effect on any of the Central Elements relative to HC and its SubsidiariesElements. Neither The Company has does not have any Subsidiaries (other than single-purpose finance Subsidiaries all of whose indebtedness for borrowed money or other material indebtedness is nonrecourse Structured Securities Debt) except as set forth on Exhibit D (which lists the Companies’ Subsidiaries as of the Effective Date) or as have been subsequently disclosed by the Companies Company to the Agent in writing. Exhibit D states the name of each such Subsidiary as of the Effective DateDate (other than such single-purpose finance Subsidiaries), place of incorporation, each state in which it is qualified as a foreign corporation and the percentage ownership of the capital stock of each such Subsidiary by the Company.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (American Business Financial Services Inc /De/)

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