Qualification; Power. The Company is duly qualified to do business as a foreign entity and is in good standing in each jurisdiction in which the nature of the business as now conducted or the character of the property owned or leased by it makes such qualification necessary. Schedule 6.2 sets forth each jurisdiction in which the Company is qualified or licensed to do business. The Company has all requisite power and authority to own, operate or lease the properties and assets owned, operated or leased by it and to carry on its business as currently conducted.
Qualification; Power. Pipelogic is duly qualified to do business as a foreign entity and is in good standing in each jurisdiction in which the nature of the business as now conducted or the character of the property owned or leased by it makes such qualification necessary. Schedule 3.2 sets forth each jurisdiction in which Pipelogic is qualified or licensed to do business. Pipelogic has all requisite power and authority to own its properties and assets and to carry on its business as currently conducted.
Qualification; Power. Except as would not reasonably be expected to materially impair Buyer’s ability to perform its obligations under each Transaction Document to which Buyer is a party, Buyer is duly qualified to do business and is in good standing in each jurisdiction in which the nature of the business as now conducted or the character of the property owned or leased by it makes such qualification necessary. Buyer has all requisite exempted company power and authority to own its properties and assets and to carry on the business as currently conducted.
Qualification; Power. Except as would not reasonably be expected to materially impair Contributee’s ability to perform its obligations under each Transaction Document to which Contributee is a party, Contributee is duly qualified to do business and is in good standing in each jurisdiction in which the nature of the business as now conducted or the character of the property owned or leased by it makes such qualification necessary. Contributee has all requisite limited liability company power and authority to own its properties and assets and to carry on the business as currently conducted.
Qualification; Power. Buyer is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction in which the nature of the business as now conducted or the character of the property owned or leased by it makes such qualification necessary. Buyer has all requisite corporate power and authority to own its properties and assets and to carry on the business as currently conducted.
Qualification; Power. Each SeaMap Company is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction in which the nature of the business as now conducted or the character of the property owned or leased by it makes such qualification necessary, which jurisdictions (as applicable to each SeaMap Company) are listed on Schedule 5.2. Each SeaMap Company has all requisite corporate power and authority to own its properties and assets and to carry on its business as currently conducted.
Qualification; Power. Except as would not have a Material Adverse Effect, each Company Group member is duly qualified to do business as a foreign entity and in good standing in each jurisdiction in which the nature of the Company Group Business as now conducted or the character of the property owned or leased by such Company Group member makes such qualification necessary, which jurisdictions are listed opposite each such member of the Company Group on Schedule 5.2. Each Company Group member has all requisite corporate or limited liability company power and authority to own its properties and assets and to carry on its business as currently conducted in all material respects.
Qualification; Power. Except as would not reasonably be expected to materially impair Xxxxx’s ability to perform its obligations under each Transaction Document to which Buyer is a party, Buyer is duly qualified to do business as a foreign entity and is in good standing in each jurisdiction in which Buyer conducts its business as now conducted or the character of the property owned or leased by it makes such qualification necessary. Buyer has all requisite power and authority to own its properties and assets and to carry on its business as currently conducted.
Qualification; Power. Each EUE Company is duly qualified to do business in jurisdictions where it has the permanent right of establishment and is in good standing in each jurisdiction in which the nature of the business as now conducted or the character of the property owned or leased by it makes such qualification necessary, and a list of all such jurisdictions has been delivered to the Buyer, excepting where listed (as applicable to each EUE Company) on Schedule 5.2. Each EUE Company has all requisite corporate power and authority to own its properties and assets and to carry on its business as currently conducted. 5.3 Consents; Absence of Conflicts. Except as set forth on Schedule 5.3, neither the execution and delivery of this Agreement or the other Transaction Documents by the Sellers, nor the consummation of the transactions contemplated hereby and thereby will (a) violate or breach the terms of, cause a default under, conflict with, result in the loss by any EUE Company of any rights or benefits under, impose on any EUE Company any additional or greater burdens or obligations under, create in any party additional or greater rights or benefits under, create in any party the right to accelerate, terminate, modify or cancel, require any notice or consent or give rise to any preferential purchase or similar right under (i) any applicable Legal Requirement, (ii) the EUE Organizational Documents or (iii) any Contract to which any EUE Company is a party or by which any EUE Company, or any of its properties, is bound, including without limitation, the Material Contracts; (b) result in the creation or imposition of any Lien on any of the EUE Assets or the Parent Company Shares; (c) result in the cancellation, forfeiture, revocation, suspension or modification of any EUE Asset or any existing consent, approval, authorization, license, permit, certificate or order of any Governmental Authority; or (d) with the passage of time or the giving of notice or the taking of any action of any third party have any of the effects set forth in clause (a), (b) or (c) of this Section 5.3. Except as set forth on Schedule 5.3, no EUE Company is required to obtain or provide any consent or notice in connection with the consummation of the transactions contemplated by this Agreement. All such consents or notices have been obtained or given and have been furnished in writing to Buyer.
Qualification; Power. Except as would not have a Buyer Material Adverse Effect, Buyer and its Subsidiaries are duly qualified to do business as a foreign entity and in good standing in each jurisdiction in which the nature of their respective business as now conducted or the character of the property owned or leased by it or its Subsidiaries makes such qualification necessary. Buyer and its Subsidiaries have all requisite power and authority to own their respective properties and assets and to carry on their respective business as currently conducted.
