Common use of Qualification, Organisation, Subsidiaries, etc Clause in Contracts

Qualification, Organisation, Subsidiaries, etc. Each of Xxxxxx and its Subsidiaries is a legal entity duly organised, validly existing and, where relevant, in good standing under the Laws of its respective jurisdiction of organisation and has all requisite corporate or similar power and authority to own, lease and operate its properties and assets and to carry on its business as presently conducted and is qualified to do business and is in good standing as a foreign corporation in each jurisdiction where the ownership, leasing or operation of its assets or properties or conduct of its business requires such qualification, except where the failure to be so organised, validly existing, qualified or, where relevant, in good standing, or to have such power or authority, would not, individually or in the aggregate, reasonably be expected to have a Xxxxxx Material Adverse Effect. Xxxxxx has filed with the SEC, prior to the date of this Agreement, a complete and accurate copy of the Memorandum and Articles of Association of Xxxxxx (the “Xxxxxx Memorandum and Articles of Association”) as amended to the date hereof. The Xxxxxx Memorandum and Articles of Association are in full force and effect and Xxxxxx is not in violation of the Xxxxxx Memorandum and Articles of Association.

Qualification, Organisation, Subsidiaries, etc. Each of Xxxxxx Xxxxxxxx and its Subsidiaries is a legal entity duly organised, validly existing and, where relevant, in good standing under the Laws of its respective jurisdiction of organisation and has all requisite corporate or similar power and authority to own, lease and operate its properties and assets and to carry on its business as presently conducted and is qualified to do business and is in good standing as a foreign corporation in each jurisdiction where the ownership, leasing or operation of its assets or properties or conduct of its business requires such qualification, except where the failure to be so organised, validly existing, qualified or, where relevant, in good standing, or to have such power or authority, would not, individually or in the aggregate, reasonably be expected to have a Xxxxxx Xxxxxxxx Material Adverse Effect. Xxxxxx Xxxxxxxx has filed with the SEC, prior to the date of this Agreement, a complete and accurate copy of the Memorandum and Articles of Association of Xxxxxx Xxxxxxxx (the “Xxxxxx Xxxxxxxx Memorandum and Articles of Association”) as amended to the date hereof. The Xxxxxx Xxxxxxxx Memorandum and Articles of Association are in full force and effect and Xxxxxx Xxxxxxxx is not in violation of the Xxxxxx Xxxxxxxx Memorandum and Articles of Association.