Common use of Organization; Power and Authority Clause in Contracts

Organization; Power and Authority. The Company is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporation, where legally applicable, and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company has the corporate power and authority, in all material respects, to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transacts, to execute and deliver this Agreement and the Notes and to perform the provisions hereof and thereof.

Appears in 7 contracts

Samples: Multicurrency Private Shelf Agreement (Henry Schein Inc), Master Note Purchase Agreement (Henry Schein Inc), Master Note Purchase Agreement

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Organization; Power and Authority. The Company Each Obligor is a corporation or limited partnership duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporationorganization, and is duly qualified as a foreign corporation, where legally applicable, corporation or foreign limited partnership and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company Each Obligor has the corporate or partnership power and authority, in all material respects, authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transactstransacts and proposes to transact, to execute and deliver this Agreement and the Notes and to perform the provisions hereof and thereof.

Appears in 7 contracts

Samples: Note Purchase Agreement (Patterson Companies, Inc.), Note Purchase Agreement (Patterson Companies, Inc.), Note Purchase Agreement

Organization; Power and Authority. The Company Each Obligor is a corporation duly organized, validly existing and in good standing (where applicable) under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporation, where legally applicable, corporation and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company Each Obligor has the corporate power and authority, in all material respects, authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transactstransacts and proposes to transact, to execute and deliver this Agreement and the Notes Financing Agreements to which it is a party and to perform the provisions hereof and thereof.

Appears in 5 contracts

Samples: Note Purchase Agreement (Vectren Utility Holdings Inc), Note Purchase Agreement (Vectren Utility Holdings Inc), Note Purchase Agreement (Vectren Utility Holdings Inc)

Organization; Power and Authority. The Company Such Obligor is a corporation duly organized, validly existing and and, where applicable, in good standing under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporationcorporation and, where legally applicable, and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company Each Obligor has the corporate power and authority, in all material respects, authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transactstransacts and proposes to transact, to execute and deliver this Agreement and the Notes Notes, in the case of the Company, and this Agreement, in the case of the Parent Guarantor, and to perform the provisions hereof and thereof.

Appears in 4 contracts

Samples: Note Purchase Agreement (Colliers International Group Inc.), Note Purchase Agreement (Colliers International Group Inc.), Note Purchase Agreement (Colliers International Group Inc.)

Organization; Power and Authority. The Company is a corporation duly organized, validly existing and (where legally applicable) in good standing under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporationcorporation and, where legally applicable, and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company has the corporate power and authority, in all material respects, authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transactstransacts and proposes to transact, to execute and deliver this Agreement and the Notes and to perform the provisions hereof and thereof.

Appears in 3 contracts

Samples: Note Purchase Agreement (Yamana Gold Inc), Note Purchase Agreement (Yamana Gold Inc.), Note Purchase Agreement (Yamana Gold Inc)

Organization; Power and Authority. The Company is a corporation duly organized, validly existing and and, where legally applicable, in good standing under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporationcorporation and, where legally applicable, and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company has the corporate power and authority, in all material respects, authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transactstransacts and proposes to transact, to execute and deliver this Agreement and the Notes other Transaction Documents to which it is a party and to perform the provisions hereof and thereof.

Appears in 2 contracts

Samples: Private Shelf Agreement (Hillenbrand, Inc.), Private Shelf Agreement (Hillenbrand, Inc.)

Organization; Power and Authority. The Company Each Obligor is a corporation --------------------------------- or limited partnership duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporationformation, and is duly qualified as a foreign corporation, where legally applicable, entity and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company Each Obligor has the corporate power and authority, in all material respects, authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transactstransacts and proposes to transact, to execute and deliver this Agreement and the Notes Transaction Documents to which it is a party and to perform the provisions hereof and thereof.

Appears in 1 contract

Samples: Note Purchase Agreement (Western Micro Technology Inc /De)

Organization; Power and Authority. The Each of the Company and the Co-Obligors is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporation, where legally applicable, corporation and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Each of the Company and the Co-Obligors has the corporate power and authority, in all material respects, authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transactstransacts and proposes to transact, to execute and deliver this Agreement and and, in the Notes case of the Co-Obligors, the Notes, and to perform the provisions hereof and thereof.

Appears in 1 contract

Samples: Note Purchase Agreement (Chicago Bridge & Iron Co N V)

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Organization; Power and Authority. The Company is a corporation company duly organized, validly existing and and, where legally applicable, in good standing under the laws of its jurisdiction of incorporation, incorporation and is duly qualified as a foreign corporationcorporation and, where legally applicable, and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company has the corporate power and authority, in all material respects, authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transactstransacts and proposes to transact, to execute and deliver this Agreement and the Notes and to perform the provisions hereof and thereof.

Appears in 1 contract

Samples: Note Purchase Agreement (Smith & Nephew PLC)

Organization; Power and Authority. The Company Each Obligor is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporation, where legally applicable, corporation and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so Lincoln Electric Holdings, Inc. Note Purchase Agreement qualified or in good standing could would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company Each Obligor has the corporate power and authority, in all material respects, authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transactstransacts and proposes to transact, to execute and deliver this Agreement and the Notes and to perform the provisions hereof and thereof.

Appears in 1 contract

Samples: Note Purchase Agreement (Lincoln Electric Holdings Inc)

Organization; Power and Authority. The Company is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporation, where legally applicable, corporation and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Each of the Company and the Guarantor has the corporate power and authority, in all material respects, authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transactstransacts and proposes to transact, to execute and deliver this Agreement and the Notes Financing Agreements to which it is a party and to perform the provisions hereof and thereof.

Appears in 1 contract

Samples: Note Purchase Agreement (Dakota Growers Pasta Co)

Organization; Power and Authority. The Company Each of the Companies is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporation, where legally applicable, corporation and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company Each of the Companies has the corporate power and authority, in all material respects, authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transactstransacts and proposes to transact, to execute and deliver this Agreement and the Other Agreements and the Notes and to perform the provisions hereof and thereof.

Appears in 1 contract

Samples: Note Purchase Agreement (Rio Grande Inc /De/)

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