Common use of Organization; Requisite Power and Authority; Qualification Clause in Contracts

Organization; Requisite Power and Authority; Qualification. Each of the Credit Parties and the OZ Subsidiaries (a) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization (or, only where applicable, the equivalent status in such jurisdiction of organization), except (other than with respect to any Credit Party) as would not reasonably be expected to have a Material Adverse Effect, (b) has all requisite power and authority to own and operate its properties, to carry on its business, except as would not reasonably be expected to have a Material Adverse Effect, and (c) is qualified to do business and in good standing in every jurisdiction where its assets are located and wherever necessary to carry out its business and operations, except in jurisdictions where the failure to be so qualified or in good standing would not be reasonably expected to have a Material Adverse Effect.

Organization; Requisite Power and Authority; Qualification. Each of the Credit Parties Holdings and the OZ its Subsidiaries (a) is duly organized, validly existing and in good standing (to the extent such concept is known in the relevant jurisdiction) under the laws of its jurisdiction of organization (or, only where applicable, the equivalent status as identified in such jurisdiction of organization), except (other than with respect to any Credit Party) as would not reasonably be expected to have a Material Adverse EffectSchedule 4.1, (b) has all requisite power and authority to own and operate its properties, to carry on its businessbusiness as now conducted and as proposed to be conducted, except as would not reasonably be expected to have enter into the Credit Documents to which it is a Material Adverse Effectparty and to carry out the transactions contemplated thereby, and (c) is qualified to do business and in good standing (to the extent such concept is known in the relevant jurisdiction) in every jurisdiction where its assets are located and wherever necessary to carry out its business and operations, except in jurisdictions where the failure to be so qualified or in good standing would has not had, and could not be reasonably expected to have have, a Material Adverse Effect.

Organization; Requisite Power and Authority; Qualification. Each of the Credit Parties Company and the OZ its Subsidiaries (a) is duly organizedorganized or incorporated, validly existing and in good standing under the laws of its jurisdiction of organization (or, only where applicable, the equivalent status or incorporation as identified in such jurisdiction of organization), except (other than with respect to any Credit Party) as would not reasonably be expected to have a Material Adverse EffectSchedule 4.1, (b) has all requisite power and authority to own and operate its properties, to carry on its businessbusiness as now conducted and as proposed to be conducted, except as would not reasonably be expected to have enter into the Loan Documents to which it is a Material Adverse Effectparty and to carry out the transactions contemplated thereby and, in the case of Borrowers, to make the borrowings hereunder, and (c) is qualified to do business and in good standing in every jurisdiction where its assets are located and wherever necessary to carry out its business and operations, except in jurisdictions where the failure to be so qualified or in good standing has not had, and would not be reasonably expected to have have, a Material Adverse Effect.

Organization; Requisite Power and Authority; Qualification. Each of the Credit Parties and the OZ Subsidiaries Party (a) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization (or, only where applicable, the equivalent status as identified in such jurisdiction of organization), except (other than with respect to any Credit Party) as would not reasonably be expected to have a Material Adverse EffectSchedule 4.1, (b) has all requisite power and authority to (i) own and operate its properties, to (ii) carry on its businessbusiness as now conducted and as proposed to be conducted, except as would not reasonably be expected (iii) enter into the Credit Documents to have which it is a Material Adverse Effectparty and (iv) carry out the transactions contemplated thereby and, in the case of Borrowers, to make the borrowings hereunder, and (c) is qualified to do business and in good standing in every jurisdiction where its assets are located and wherever necessary to carry out its business and operations, except in jurisdictions clauses (b)(i), (b)(ii) and (c) where the failure to have such power and authority to be so qualified or in good standing would not be reasonably expected to have a Material Adverse Effect.

Organization; Requisite Power and Authority; Qualification. Each of the Credit Parties and the OZ Subsidiaries (a) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization (or, only where applicable, the equivalent status in such jurisdiction of organization), except (other than with respect to any Credit Party) as would not reasonably be expected to have a Material Adverse Effectidentified on Schedule 4.1, (b) has all requisite power and authority to own and operate its properties, to carry on its businessbusiness as now conducted and as proposed to be conducted, to enter into the Credit Documents to which it is a party and to carry out the transactions contemplated thereby, except as would not reasonably be expected to have a Material Adverse Effect, and (c) is qualified to do business and in good standing in every jurisdiction where its assets are located and wherever necessary to carry out its business and operations, except in jurisdictions where the failure to be so qualified or in good standing would not be reasonably expected to have a Material Adverse Effect.

Organization; Requisite Power and Authority; Qualification. Each of the Credit Parties Borrower and the OZ its Subsidiaries (a) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization (or, only where applicable, the equivalent status as identified in such jurisdiction of organization), except (other than with respect to any Credit Party) as would not reasonably be expected to have a Material Adverse EffectSchedule 4.1, (b) ), subject to the entry or issue of the Orders, has all requisite power and authority to own and operate its properties, to carry on its businessbusiness as now conducted and as proposed to be conducted, except as would not reasonably be expected (in the case of each Credit Party) to have enter into the Credit Documents to which it is a Material Adverse Effectparty and to carry out the transactions contemplated thereby, and (c) is qualified to do business and in good standing in every jurisdiction where its assets are located and wherever necessary to carry out its business and operations, except in jurisdictions where the failure to be so qualified or in good standing would has not had, and could not be reasonably expected to have have, a Material Adverse Effect, in each case, to the extent applicable under the laws of such jurisdiction.

Organization; Requisite Power and Authority; Qualification. Each of the Credit Parties Company and the OZ its Subsidiaries (a) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization (or, only where applicable, the equivalent status as identified in such jurisdiction of organization), except (other than with respect to any Credit Party) as would not reasonably be expected to have a Material Adverse EffectSchedule 4.1, (b) has all requisite power and authority to enter into the Loan Documents to which it is a party and to carry out the transactions contemplated thereby and, in the case of Company, to make the borrowings hereunder, (c) has all requisite power and authority to own and operate its properties, properties and to carry on its business, except business as would not reasonably now conducted and as proposed to be expected to have a Material Adverse Effect, conducted and (cd) is qualified to do business and in good standing in every jurisdiction where its assets are located and wherever necessary to carry out its business and operations, except in jurisdictions where the failure to be so qualified or in good standing has not had, and would not be reasonably expected to have have, a Material Adverse Effect.

Organization; Requisite Power and Authority; Qualification. Each of the Credit Parties Parent Entity and the OZ its Subsidiaries (a) is duly organized, validly existing and in good standing standing, if applicable, under the laws of its jurisdiction of organization (or, only where applicable, the equivalent status in such jurisdiction of organization), except (other than with respect to any Credit Party) as would not reasonably be expected to have a Material Adverse Effect, (b) has all requisite corporate power and authority to own and operate its material properties, to carry on its businessbusiness as now conducted and as proposed to be conducted, except as would not reasonably be expected to have enter into the Credit Documents to which it is a Material Adverse Effectparty and to carry out the financing transactions contemplated thereby and, in the case of Borrower, to make the borrowings hereunder, and (c) is qualified to do business and in good standing in every jurisdiction where its assets are located and wherever necessary it is required to carry out its business and operationsbe so qualified, except in jurisdictions where the failure to be so qualified or in good standing would has not had, and could not be reasonably expected to have have, a Material Adverse Effect.

Organization; Requisite Power and Authority; Qualification. Each of Holdings, the Credit Parties Borrower and the OZ its Subsidiaries (a) is duly organized, validly existing existing, and in good standing under the laws of its jurisdiction of organization (or, only where applicable, the equivalent status as identified in such jurisdiction of organization), except (other than with respect to any Credit Party) as would not reasonably be expected to have a Material Adverse EffectSchedule 4.1, (b) has all requisite power and authority to own and operate its properties, to carry on its businessbusiness as now conducted and as proposed to be conducted, except as would not reasonably be expected to have enter into the Loan Documents to which it is a Material Adverse Effectparty and to carry out the transactions contemplated thereby and, in the case of Borrower, to make the borrowings hereunder, and (c) is qualified to do business and in good standing in every jurisdiction where its assets are located and wherever necessary to carry out its business and operations, except except, in the case of this clause (c), in jurisdictions where the failure to be so qualified or in good standing would could not be reasonably expected to have a Material Adverse Effect.

Organization; Requisite Power and Authority; Qualification. Each of the Credit Parties Holdings and the OZ its Subsidiaries (a) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization (or, only where applicable, the equivalent status as identified in such jurisdiction of organization), except (other than with respect to any Credit Party) as would not reasonably be expected to have a Material Adverse EffectSchedule 4.1, (b) has all requisite power and authority to own and operate its properties, to carry on its business, business as now conducted and as proposed to be conducted (except as where failure to have such power and authority would not reasonably be expected to have a Material Adverse Effect), to enter into the Credit Documents to which it is a party and to carry out the transactions contemplated thereby, and (c) is qualified to do business and in good standing in every jurisdiction where its assets are located and wherever necessary to carry out its business and operations, except in jurisdictions where the failure to be so qualified or in good standing has not had, and would not be reasonably expected to have have, a Material Adverse Effect.

Organization; Requisite Power and Authority; Qualification. Each of the Credit Parties Company and the OZ its Subsidiaries (a) is duly incorporated or organized, validly existing and in good standing under the laws of its jurisdiction of its incorporation or organization (or, only where applicable, the equivalent status as identified in such jurisdiction of organization), except (other than with respect to any Credit Party) as would not reasonably be expected to have a Material Adverse EffectSchedule 4.1, (b) has all requisite power and authority to own and operate its properties, to carry on its businessbusiness as now conducted and as proposed to be conducted, except as would not reasonably be expected to have enter into the Note Documents to which it is a Material Adverse Effectparty and to carry out the transactions contemplated thereby and, in the case of Issuer, to make the issuances of Notes hereunder, and (c) is qualified to do business and in good standing in every jurisdiction where its assets are located and wherever necessary to carry out its business and operations, except in jurisdictions where the failure to be so qualified or in good standing has not had, and would not be reasonably expected to have have, a Material Adverse Effect.