Organization, Powers, Existence, Etc Sample Clauses

Organization, Powers, Existence, Etc. (a) Hibbett and each ----------------------------------- Consolidated Entity (other than Immaterial Subsidiaries) are duly organized, validly existing and in good standing under the laws of the state in which it is incorporated, (b) Hibbett and each Consolidated Entity (other than Immaterial Subsidiaries) have the corporate power and authority to own its properties and assets and to carry on its business as now being conducted, (c) Hibbett and each Consolidated Entity (other than Immaterial Subsidiaries) have the corporate power to execute, deliver and perform the Loan Documents to which they are a party, (d) Hibbett and each Consolidated Entity (other than Immaterial Subsidiaries) are duly qualified to do business in each state with respect to which the failure to be so qualified would have a Material Adverse Effect and (e) except as set forth in Exhibit J hereto, Hibbett and each Consolidated --------- Entity has not done business under any other name, trade name or otherwise within the five years immediately preceding the Closing Date.
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Organization, Powers, Existence, Etc. Such Guarantor (i) is duly organized or formed, validly existing, and in good standing under the laws of its jurisdiction of incorporation, organization or formation (as applicable); (ii) is duly qualified to do business and is in good standing in each jurisdiction in which the transaction of its business makes such qualification necessary unless the failure to so qualify will not have a Material Adverse Effect; (iii) has all requisite corporate, limited liability company or partnership (as applicable) and legal power to own and operate its assets and to carry on its business and to enter into and perform its obligations under the Loan Documents to which it is a party; and (iv) has duly and lawfully obtained and maintained all Licenses, including all Telecommunications Licenses, which are material to the conduct of its business or which may be otherwise required by Law.
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Organization, Powers, Existence, Etc. Guarantor (i) is duly organized, validly existing, and in good standing under the laws of its state of incorporation or organization (as applicable); (ii) is duly qualified to do business and is in good standing in each jurisdiction in which the transaction of its business makes such qualification necessary; (iii) has all requisite corporate, limited liability company or partnership (as applicable) and legal power to own and operate its assets and to carry on its business and to enter into and perform its obligations under the Loan Documents to which it is a party; and (iv) has duly and lawfully obtained and maintained all licenses, certificates, permits, authorizations, approvals, and the like which are material to the conduct of its business, or which may be otherwise required by law.
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Organization, Powers, Existence, Etc. (a) The Borrower is a limited partnership duly organized, validly existing and in good standing under the laws of the State of Georgia. (b) The Borrower has the partnership power and authority to own its properties and assets (including, without limitation, the Collateral) and to carry on its business as now being conducted and is duly qualified to do business in every jurisdiction wherein such qualification is necessary, specifically including but not limited to the State of North Carolina. (c) The Borrower has the partnership power to execute and perform this Agreement, to borrow hereunder and to execute and deliver the Note and the Security Documents.
Sample 1
Organization, Powers, Existence, Etc. (a) The Borrower and each Consolidated Entity is duly organized or formed, validly existing and in good standing under the laws of the state in which it is incorporated or formed, (b) the Borrower and each Consolidated Entity has the power and authority to own its properties and assets and to carry on its business as now being conducted, (c) the Borrower and each Consolidated Entity has the power to execute, deliver and perform the Loan Documents to which it is a party, and (d) the Borrower and each Consolidated Entity is duly qualified to do business in each state in which it is required to be so qualified.
Sample 1
Organization, Powers, Existence, Etc. (a) Each Consolidated Entity is duly organized or formed, validly existing and in good standing under the laws of the state in which it is incorporated or formed, (b) each Consolidated Entity has the power and authority to own its Properties and assets and to carry on its business as now being conducted, (c) each Consolidated Entity has the power to execute, deliver and perform the Credit Documents to which it is a party, (d) each Consolidated Entity is duly qualified to do business in each state with respect to which the failure to be so qualified would have a Material Adverse Effect and (e) except as set forth in Schedule 4.1 hereto, has not done business under any other name, trade name or otherwise within the five years immediately preceding the Closing Date.
Sample 1
Organization, Powers, Existence, Etc. (a) The Borrower is duly organized, validly existing and in good standing under the laws of the state in which it is incorporated, (b) the Borrower has the power and authority to own its properties and assets and to carry on its business as now being conducted, (c) the Borrower has the power to execute, deliver and perform the Loan Documents to which it is a party, (d) the Borrower is duly qualified to do business in each state with respect to which the failure to be so qualified would have a material adverse effect on its properties or business and (e) except as set forth in
Sample 1
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Organization, Powers, Existence, Etc. (a) The Borrower is duly organized, validly existing and in good standing under the laws of the state in which it is incorporated, (b) the Borrower has the power and authority to own its properties and assets and to carry on its business as now being conducted, (c) the Borrower has the power to execute, deliver and perform the Loan Documents to which it is a party, (d) the Borrower is duly qualified to do business in each state with respect to which the failure to be so qualified would have a material adverse effect on its properties or business and (e) except as set forth in Schedule 5.1(e) hereto, has not done business under any other name, trade name or otherwise within the five years immediately preceding the Closing Date.
Sample 1

Related to Organization, Powers, Existence, Etc

  • Organization, Existence, etc The Buying Corporation is a corporation duly organized, validly existing and in good standing under the laws of the state of Minnesota and has the power to carry on its business as it is now being conducted.

  • 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.

  • Organization; Powers Each of the Borrower and its Subsidiaries is duly organized, validly existing and 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 is in good standing in, every jurisdiction where such qualification is required.

  • Organization; Power Each of Holdings, the Borrower and the Subsidiaries (a) is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, (b) has the power and authority and all governmental rights, qualifications, approvals, authorizations, permits, accreditations, Reimbursement Approvals, licenses and franchises material to the business of the Borrower and the Subsidiaries taken as a whole that are necessary to own its assets, to carry on its business as now conducted and as proposed to be conducted and to execute, deliver and perform its obligations under each Loan Document to which it is a party and (c) except where the failure to do so, individually or in the aggregate, is not reasonably likely to result in a Material Adverse Effect, is qualified to do business in, and is in good standing in, every jurisdiction where such qualification is required.

  • Organization, Existence and Good Standing The Company is a corporation duly organized, validly existing and in good standing under the Laws of the State of Delaware.

  • Legal Existence, Etc Subject to Section 10.5, the Company will at all times preserve and keep in full force and effect its legal existence. Subject to Sections 10.5 and 10.6, the Company will at all times preserve and keep in full force and effect the legal existence of each of its Subsidiaries (unless merged into the Company or a Wholly‑owned Subsidiary) and all rights and franchises of the Company and its Subsidiaries unless, in the good faith judgment of the Company, the termination of or failure to preserve and keep in full force and effect such legal existence, right or franchise could not, individually or in the aggregate, have a Material Adverse Effect.

  • Organization and Existence Such Investor is a validly existing corporation, limited partnership or limited liability company and has all requisite corporate, partnership or limited liability company power and authority to invest in the Securities pursuant to this Agreement.

  • Organization; Powers; Subsidiaries The Borrower and its Material Subsidiaries are duly organized, validly existing and in good standing (to the extent such concept is applicable in the relevant jurisdiction) under the laws of the jurisdiction of its organization, have all requisite power and authority to carry on their respective business as now conducted and, except where the failure to do so, individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Effect, are qualified to do business in, and are in good standing (to the extent such concept is applicable) in, every jurisdiction where such qualification is required. All of the outstanding shares of capital stock and other equity interests on the Closing Date, to the extent owned by the Borrower or any Subsidiary, of each Material Subsidiary are validly issued and outstanding and fully paid and nonassessable (if applicable) and all such shares and other equity interests are owned, beneficially and of record, by the Borrower or such other Subsidiary on the Closing Date free and clear of all Liens, other than Liens permitted under Section 6.02; provided that any untruth, misstatement or inaccuracy of the foregoing representation in this sentence shall only be deemed a breach of such representation to the extent such untruth, misstatement or inaccuracy is material to the interests of the Lenders. As of the Closing Date, there are no outstanding commitments or other obligations of the Borrower or any Subsidiary to issue, and no options, warrants or other rights of any Person other than the Borrower or any Subsidiary to acquire, any shares of any class of capital stock or other equity interests of any Material Subsidiary, except as disclosed on Schedule 3.01.

  • Organization; Power; Qualification Each of the Borrower, the other Loan Parties and the other Subsidiaries is a corporation, partnership or other legal entity, duly organized or formed, validly existing and in good standing under the jurisdiction of its incorporation or formation, has the power and authority to own or lease its respective properties and to carry on its respective business as now being and hereafter proposed to be conducted and is duly qualified and is in good standing as a foreign corporation, partnership or other legal entity, and authorized to do business, in each jurisdiction in which the character of its properties or the nature of its business requires such qualification or authorization and where the failure to be so qualified or authorized could reasonably be expected to have, in each instance, a Material Adverse Effect.

  • 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 or 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 hereunder, and to execute and deliver each Loan Document to which it is a party, and to consummate the transactions contemplated thereby, 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 and in good standing could reasonably be expected to have a Material Adverse Effect.

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