Common use of Organization, Standing, Etc Clause in Contracts

Organization, Standing, Etc. The Company is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes and to perform its obligations under the Loan Documents. Each Material Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted. Each of the Company and the Material Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Company and the Material Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude the Company or such Material Subsidiary from enforcing its rights with respect to any assets or expose the Company or such Material Subsidiary to any liability, which in either case would be material to the Company and the Subsidiaries taken as a whole.

Organization, Standing, Etc. The Company Each Borrower is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes and to perform its obligations under the Borrower Loan DocumentsDocuments to be executed by it. Each Material Subsidiary Holdings is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conductedconducted and to perform its obligations under the Holdings Documents. Each of the Company Holdings and the Material Subsidiaries Borrowers (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Company and the Material Subsidiaries taken as a wholeAdverse Effect, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude the Company Holdings or such Material Subsidiary Borrower from enforcing its rights with respect to any assets or expose the Company Holdings or such Material Subsidiary Borrower to any liability, which in either any case would be material to the Company and the Subsidiaries taken as have a wholeMaterial Adverse Effect.

Organization, Standing, Etc. The Company Borrower is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes and to perform its obligations under the Loan DocumentsDocuments to which it is a party. Each Material Subsidiary is a corporation corporation, limited partnership or limited liability company duly incorporated formed and validly existing and in good standing under the laws of the jurisdiction of its incorporation organization and has all requisite corporate corporate, limited partnership or limited liability company power and authority to carry on its business as now conducted. Each of the Company Borrower and the Material Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have constitute a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Company and the Material Subsidiaries taken as a wholeAdverse Occurrence, and (b) is duly qualified and in good standing as a foreign corporation corporation, limited partnership or limited liability company in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude the Company Borrower or such Material Subsidiary from enforcing its rights with respect to any material assets or expose the Company Borrower or such Material any Subsidiary to any liability, which in either case would be material to the Company and the Subsidiaries taken as a wholeMaterial Adverse Occurrence.

Organization, Standing, Etc. The Company Each Borrower is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes Revolving Note and to perform its obligations under the Borrower Loan Documents. Each Material Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted. Each of the Company Borrower and the Material Subsidiaries each Subsidiary (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Company CCB and the Material Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude the Company such Borrower or such Material Subsidiary from enforcing its rights with respect to any assets or expose the Company such Borrower or such Material Subsidiary to any liability, which in either case would be material to the Company CCB and the Subsidiaries taken as a whole.

Organization, Standing, Etc. The Company Borrower is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes and to perform its obligations under the Borrower Loan Documents. Each Material Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted. Each of the Company Borrower and the Material Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Company Borrower and the Material Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude the Company Borrower or such Material Subsidiary from enforcing its rights with respect to any assets or expose the Company Borrower or such Material Subsidiary to any liability, which in either case would be material to the Company Borrower and the Subsidiaries taken as a whole.

Organization, Standing, Etc. The Company Borrower is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes and to perform its obligations under the Loan Documents. Each Material Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted. Each of the Company Borrower and the Material Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Company Borrower and the Material Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude the Company Borrower or such Material Subsidiary from enforcing its rights with respect to any assets or expose the Company Borrower or such Material Subsidiary to any liability, which in either case would be material to the Company Borrower and the Subsidiaries taken as a whole.

Organization, Standing, Etc. The Company Borrower is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes Term Note and to perform its obligations under the Loan Documents. Each Material Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted. Each of the Company Borrower and the Material Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Company Borrower and the Material Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude the Company Borrower or such Material Subsidiary from enforcing its rights with respect to any assets or expose the Company Borrower or such Material Subsidiary to any liability, which in either case would be material to the Company Borrower and the Subsidiaries taken as a whole.

Organization, Standing, Etc. The Company Borrower is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Revolving Notes and to perform its obligations under the Loan Documents. Each Material Subsidiary is a corporation duly incorporated organized and validly existing and in good standing under the laws of the jurisdiction of its incorporation organization and has all requisite corporate power and authority to carry on its business as now conducted. Each of the Company Borrower and the Material Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Company Borrower and the Material Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation (or other organization) in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude the Company Borrower or such Material Subsidiary from enforcing its rights with respect to any assets or expose the Company Borrower or such Material Subsidiary to any liability, which in either case would be material to the Company Borrower and the Subsidiaries taken as a whole.

Organization, Standing, Etc. The Company Each of the Borrower and its Subsidiaries is a limited liability company or corporation or other legal entity, as the case may be, duly incorporated organized and validly existing and in good standing standing, as may be applicable, under the laws of the jurisdiction of its incorporation organization/incorporation/formation, and has all requisite corporate company/corporate/entity power and authority to carry on its business businesses as now conducted and as proposed to be conducted, to enter into this Agreement and the Loan Documents to issue the Notes which it is a party and to perform its obligations under the Loan Documents. Each Material Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of Borrower and its incorporation and has all requisite corporate power and authority to carry on its business as now conducted. Each of the Company and the Material Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Company and the Material Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation entity in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted and as proposed to be conducted by it makes such qualification necessary necessary, and where the failure to so qualify could reasonably be expected to qualify would permanently preclude have an Adverse Effect. Each of the Company Borrower and its Subsidiaries holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted and as proposed to be conducted in each jurisdiction in which it carries or proposes to carry on such Material Subsidiary from enforcing its rights with respect business, and where the failure to so hold any assets such certificate, license or expose the Company or such Material Subsidiary permit could reasonably be expected to any liability, which in either case would be material to the Company and the Subsidiaries taken as a wholehave an Adverse Effect.