Organization of Holdings Sample Clauses

Organization of Holdings. Holdings is a Delaware limited partnership formed on April 2, 2012. Holdings is duly organized, validly existing and in good standing under the laws of the State of Delaware and is qualified to conduct business in each jurisdiction where the nature of its business or the ownership of its properties require it to be qualified. Operations is not in breach or default under the terms of the Holdings Partnership agreement.
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Organization of Holdings. Holdings is duly organized, validly existing, and in good standing under the laws of the State of Delaware.
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Organization of Holdings. Holdings is a Delaware limited partnership formed on April 2, 2012. To the knowledge of MPLI, Holdings is duly organized, validly existing and in good standing under the laws of the State of Delaware and is qualified to conduct business in each jurisdiction where the nature of its business or the ownership of its properties require it to be qualified.
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Organization of Holdings. Holdings is a company duly organized, validly existing and in good standing under the laws of the State of Delaware with full corporate power and authority to execute and deliver this Agreement and to carry out its obligations hereunder. Holdings has all right, power and authority to own or lease its properties and conduct its business as such business is now being conducted.
Sample 1
Organization of Holdings. As promptly as practicable following the execution of this Agreement, Getty and PTI shall cause Holdings to be organized under the laws of the State of Maryland. The initial articles of incorporation and bylaws of Holdings shall be substantially in the forms attached hereto as Exhibits A and B, respectively. The authorized capital stock of Holdings shall consist initially of 1,000 shares of Holdings Common Stock and 100 shares of Holdings Preferred Stock, of which 500 shares of Holdings Common Stock will be issued to Getty and 500 shares of Holdings Common Stock will be issued to PTI. Prior to the Effective Time (as hereinafter defined), Getty and PTI shall cause Holdings to amend its articles of incorporation to increase the number of authorized shares thereunder and to provide for the issuance of Holdings Common Stock and Holdings Preferred Stock pursuant to the Mergers. In connection with the Mergers, Holdings will change its name from Getty Realty Holding Corp. to "Getty Realty Corp." and immediately prior thereto, New Getty (as hereinafter defined) will change its name to "Getty Properties Corp."
Sample 1
Organization of Holdings. As promptly as practicable following the execution of this Agreement, Smith's and Fred Meyer shall cause Holdings to be organized under txx xxxx of txx Xtxxx xf Delaware. The initial certificate of incorporation and bylaws of Holdings shall be substantially in the forms attached hereto as Exhibits A and B, respectively. The authorized capital stock of Holdings shall consist initially of 100 shares of Holdings Common Stock and 100 shares of undesignated preferred stock, of which 50 shares of Holdings Common Stock will be issued to Smith's and 50 shares of Holdings Common Stock will be issued to Frxx Xxxxr. Prior to the Effective Time (as hereinafter defined), Sxxxx'x xxx Fred Meyer shall cause Holdings to amend its certificatx xx xxcorpoxxxxox xx increase the number of authorized shares thereunder to provide for the issuance of Holdings Common Stock pursuant to the Mergers. Immediately after the Effective Time, Smith's and Fred Meyer shall cause Holdings to amend its certificatx xx xxcorpoxxxxox xx change its name from Meyer-Smith Holdco, Inc. to Fred Meyer, Inc.
Sample 1
Organization of Holdings. As promptly as practicable following the execution of this Agreement, Modtech and SPI shall cause Holdings to be organized under the laws of the State of Delaware. The initial certificate of incorporation and bylaws of Holdings shall be substantially in the forms attached hereto as Exhibit A and Exhibit B, respectively. The certificate of designation for the Holdings Preferred Stock shall be substantially in the form attached hereto as Exhibit C. The authorized capital stock of Holdings shall consist of 25,000,000 shares of Holdings Common Stock and 5,000,000 shares of Holdings Preferred Stock, of which 680 shares of Holdings Common Stock will be issued to Modtech and 320 shares of Holdings Common Stock will be issued to SPI. Prior to the Effective Time (as hereinafter defined), Modtech and SPI shall cause Holdings to provide for the issuance of Holdings Common Stock pursuant to the Mergers.
Sample 1
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Related to Organization of Holdings

  • Organization of Company The Company, a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the Company is legally qualified to transact business in Illinois. The Company has full power and authority to own or lease and to operate and use its assets and to carry on its business at the Project. There is no pending or threatened proceeding for the dissolution, liquidation, insolvency, or rehabilitation of the Company.

  • Permitted Activities of Holdings Holdings shall not:

  • Organization of Borrower With respect to each Mortgage Loan, in reliance on certified copies of the organizational documents of the Borrower delivered by the Borrower in connection with the origination of such Mortgage Loan, the Borrower is an entity organized under the laws of a state of the United States of America, the District of Columbia or the Commonwealth of Puerto Rico. Except with respect to any Crossed Mortgage Loan, no Mortgage Loan has a Borrower that is an Affiliate of another Borrower under another Mortgage Loan. (An “Affiliate” for purposes of this paragraph (39) means, a Borrower that is under direct or indirect common ownership and control with another Borrower.)

  • Organization, etc The Purchaser has been duly organized and is validly existing as a corporation in good standing under the laws of the State of Delaware, with corporate power and authority to execute and deliver this Agreement and to perform the terms and provisions hereof.

  • Organization of the Company The Company is a corporation duly organized and validly existing and in good standing under the laws of the State of Nevada.

  • Organization; Powers; Subsidiaries Each of Irish Holdco and its Material Subsidiaries is duly organized or incorporated, as the case may be, and validly existing and (to the extent the concept is applicable in such jurisdiction) in good standing under the laws of the jurisdiction of its organization, has all requisite power and authority to carry on its business as now conducted and, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect, is qualified to do business in, and (to the extent the concept is applicable in such jurisdiction) is in good standing in, every jurisdiction where such qualification is required. Schedule 3.01 hereto identifies each Subsidiary (other than Subsidiaries in respect of which Irish Holdco and its Subsidiaries own less than 50% of the Equity Interests thereof) as of the Closing Date, noting whether such Subsidiary is a Material Subsidiary, whether such Subsidiary is an Unrestricted Subsidiary, the jurisdiction of its incorporation or organization, as the case may be, the percentage of issued and outstanding shares of each class of its capital stock or other equity interests owned by Irish Holdco and the other Subsidiaries and, if such percentage is not 100% (excluding directors’ qualifying shares as required by law), a description of each class issued and outstanding. All of the outstanding shares of capital stock and other equity interests of each Material Subsidiary are validly issued and outstanding and fully paid and non-assessable (as such term is determined under applicable law) and all such shares and other equity interests owned by Irish Holdco or another Material Subsidiary are owned, beneficially and of record, by Irish Holdco or such Material Subsidiary free and clear of all Liens, other than Liens created under the Loan Documents and Liens permitted by Section 6.02. As of the Closing Date (and except pursuant to the Acquisition Agreement), there are no outstanding commitments or other obligations of any Material Subsidiary to issue, and no options, warrants or other rights of any Person to acquire, any shares of any class of capital stock or other equity interests of any Material Subsidiary.

  • Organizational Existence Except as otherwise permitted by Section 3.6, each Credit Party will and will cause its Subsidiaries to at all times preserve and keep in full force and effect its organizational existence and all rights and franchises material to its business.

  • Disclosure of Holding The holders of Shares or other securities of the Trust shall upon demand disclose to the Trustees in writing such information with respect to direct and indirect ownership of Shares or other securities of the Trust as the Trustees deem necessary to comply with the provisions of the Code, the 1940 Act or other applicable laws or regulations, or to comply with the requirements of any other taxing or regulatory authority.

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