Organization, Standing and Authority of the Company Sample Clauses

Organization, Standing and Authority of the Company. The Company is an --------------------------------------------------- insurance company duly organized, validly existing and in good standing as a corporation under the laws of the State of Delaware and has all requisite corporate power and authority to carry on the operations of its business as they are now being conducted. The Company (or the applicable predecessor to the Company) held all requisite licenses or certificates of authority required to issue the Direct Contracts when such Direct Contracts were issued. The Company holds all requisite licenses or certificates of authority required to reinsure the Assumed Contracts.
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Organization, Standing and Authority of the Company. The Company is a corporation duly organized and validly existing under the laws of Delaware with full corporate power and authority to own or lease all of its properties and assets and to carry on its business as now conducted and is duly licensed or qualified to do business and is in good standing in each jurisdiction in which its ownership or leasing of property or the conduct of its business requires such licensing or qualification and where the failure to be so licensed, qualified or in good standing would have a Material Adverse Effect. The Company has heretofore delivered true and complete copies of the Certificate of Incorporation and Bylaws of the Company as in effect as of the date hereof to each Purchaser which has requested the same.
Organization, Standing and Authority of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Georgia, is duly qualified to do business and is in good standing in the states of the United States and foreign jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and in which the failure to be duly qualified could have a material adverse effect upon the Company and its Subsidiaries on a consolidated basis, and has corporate power and authority to carry on its business as now conducted and to own, lease and operate its assets, properties and businesses, and to execute and deliver this Agreement and perform its terms. The Company has in effect all federal, state, local and foreign governmental authorization necessary for it to own or lease its properties and assets and to carry on its businesses as they are now being conducted, the absence of which, either individually or in the aggregate, would have a material adverse effect on the financial condition or operations of the Company and its Subsidiaries on a consolidated basis.
Organization, Standing and Authority of the Company. The Company is a corporation duly organized and validly existing under the laws of Delaware with full corporate power and authority to own or lease all of its properties and assets and to carry on its business as now conducted and is duly licensed or qualified to do business and is in good standing in each jurisdiction in which its ownership or leasing of property or the conduct of its business requires such licensing or qualification and where the failure to be so licensed, qualified or in good standing would have a Material Adverse Effect. The Company is duly registered as a savings and loan holding company under the HOLA and the regulations of the OTS thereunder. The Company has heretofore delivered true and complete copies of the Certificate of Incorporation and Bylaws of the Company as in effect as of the date hereof to each Purchaser which has requested the same. Prior to the Closing, the Certificate of Designations will have been filed with the Secretary of State of the State of Delaware in accordance with the Delaware General Corporation Law.
Organization, Standing and Authority of the Company. The Company is a corporation duly organized and, validly existing under the laws of the Commonwealth of Pennsylvania with full corporate power and authority to own or lease all of its properties and assets and to carry on its business as now conducted and the Company is duly licensed or qualified to do business and is in good standing in each jurisdiction in which its ownership or leasing of property or the conduct of its business requires such licensing or qualification, except where the failure to be so licensed, qualified or in good standing would not have a Material Adverse Effect on the Company. The Company is duly registered as a bank holding company under the Bank Holding Company Act of 1956, as amended, and the regulations of the FRB thereunder. The Company has heretofore delivered to Keystone true and complete copies of the Articles of Incorporation and Bylaws of the Company as in effect as of the date hereof.
Organization, Standing and Authority of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware with full corporate power and authority to own or lease all of its properties and assets and to carry on its business as now conducted and is duly licensed or qualified to do business and is in good standing in each jurisdiction in which its ownership or leasing of property or the conduct of its business requires such licensing or qualification, except where the failure to be so licensed, qualified or in good standing would not have a Material Adverse Effect on the Company. The Company is duly registered as a unitary savings and loan holding company under the HOLA and the regulations of the OTS thereunder. The Company has heretofore delivered to the Acquiror true and complete copies of the Certificate of Incorporation and Bylaws of the Company as in effect as of the date hereof.
Organization, Standing and Authority of the Company. The Company is a duly organized, validly existing and in good standing under the laws of the State of New York with full corporate power and authority to carry on its business as now conducted and is duly qualified to do business in any jurisdiction where its ownership or leasing of property or the conduct of its business requires such qualification, except where the failure to have such corporate power and authority or to so qualify would not have a Material Adverse Effect on the Company.
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Organization, Standing and Authority of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware with full corporate power and authority to own or lease all of its properties and assets and to carry on its business as now conducted and is duly licensed or qualified to do business and is in good standing in each jurisdiction in which its ownership or leasing of property or the conduct of its business requires such licensing or qualification, except where the failure to be so licensed, qualified or in good standing would not have a Material Adverse Effect. The Company is duly registered as a savings and loan holding company under the HOLA and the regulations of the OTS thereunder. The Company has heretofore delivered true and complete copies of the Certificate of Incorporation and Bylaws of the Company as in effect as of the date hereof to each Purchaser which has made a written request directly to the Company for the same.
Organization, Standing and Authority of the Company. The Company is a duly organized corporation, validly existing and in good standing under the laws of Delaware and has full corporate power and authority to carry on its business as it is now conducted and is duly licensed or qualified to do business, and is in good standing, in the states of the United States and foreign jurisdictions where its ownership or leasing of property or the conduct of its business requires such licensing or qualification, except where the failure to be so licensed or qualified would not have a Material Adverse Effect on the Company. The Company has heretofore delivered to Buyer true and complete copies of the Certificate of Incorporation ("Articles") and Bylaws ("Bylaws") of the Company as in effect at the date hereof. The Company is not in violation of any of the provisions of its articles/certificate of incorporation or bylaws, except as Previously Disclosed. The Company Subsidiaries are not in violation of any of their respective articles/certificate of incorporation or bylaws, which violations, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect on the Company.
Organization, Standing and Authority of the Company. (a) The Company is a limited liability company validly existing and in good standing under the laws of the State of New York. The Company has all requisite power and authority to execute and deliver this Agreement and to perform its obligations hereunder.
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