Foreign Qualification. Each of the Company, the Operating Partnership and each of the Significant Subsidiaries is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction where the ownership or leasing of its properties or the conduct of its business requires such qualification, except where the failure to be so qualified and in good standing would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 7 contracts
Sources: Underwriting Agreement (Extra Space Storage Inc.), Underwriting Agreement (Extra Space Storage Inc.), Underwriting Agreement (Extra Space Storage Inc.)
Foreign Qualification. Each of the Company, the Operating Partnership and each of the Significant Subsidiaries is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction where the ownership or leasing of its properties or the conduct of its business requires such qualification, except where the failure to be so qualified and in good standing would not, individually or in the aggregate, have a Material Adverse Effect.;
Appears in 5 contracts
Sources: Underwriting Agreement (Extra Space Storage Inc.), Underwriting Agreement (Extra Space Storage Inc.), Underwriting Agreement (Extra Space Storage Inc.)
Foreign Qualification. Each of the Company, the Operating Partnership The Company and each of the Significant its Subsidiaries is duly qualified to do business and in good standing as a foreign corporation and is in good standing or foreign limited liability company, as the case may be, in each jurisdiction where in which the ownership character of the properties owned or leasing leased by it or the nature of its properties or the conduct of its business requires activities makes such qualificationqualification necessary, except where other than any jurisdictions in which the failure so to qualify or be so qualified and in good standing would not, individually either in any case or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Sources: Stock Purchase Agreement (Media & Entertainment Com Inc), Stock Purchase Agreement (Johnson Winston)
Foreign Qualification. Each of the Company, the Operating Partnership Company and each of the Significant its Subsidiaries is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction where the ownership or leasing of its properties or the conduct of its business requires such qualification, except where the failure to be so qualified and in good standing would not, individually or in the aggregate, not have a Material Adverse EffectChange.
Appears in 2 contracts
Sources: Sales Agreement (Amicus Therapeutics Inc), Sales Agreement (Amicus Therapeutics Inc)
Foreign Qualification. Each of the Company, the Operating Partnership and each of the Significant Subsidiaries Company Entity is duly qualified or licensed to do business as a foreign corporation and is in good standing as a foreign corporation in each every jurisdiction where the ownership failure so to qualify has had or leasing of its properties or the conduct of its business requires such qualification, except where the failure would reasonably be expected to be so qualified and in good standing would not, individually or in the aggregate, have a Company Material Adverse Effect.. As used in this Agreement, “
Appears in 2 contracts
Sources: Merger Agreement (Skywire Software, LLC), Merger Agreement (Docucorp International Inc)
Foreign Qualification. Each of the Company, the Operating Partnership and each of the Significant Subsidiaries Company is duly qualified to do business and in good standing as a foreign corporation and is limited liability company in good standing all jurisdictions in each jurisdiction where which the ownership or leasing character of its properties owned or leased or the conduct nature of its business requires activities makes such qualificationqualification necessary, except where the failure to be so qualified and or in good standing would not, individually or in the aggregate, not have a Project Material Adverse Effect.
Appears in 2 contracts
Sources: Purchase Agreement, Purchase Agreement (Inergy Holdings, L.P.)
Foreign Qualification. Each of the Company, the Operating Partnership and each of the Significant Subsidiaries The Company is duly qualified to do business as a foreign corporation and is in good standing as a foreign corporation in each every jurisdiction where the in which its ownership of property or leasing of its properties or the conduct of its business requires such qualificationit so to be qualified, except where the failure to be so qualified and in good standing qualify would not, individually or in the aggregate, not have a material adverse effect on the business, operations, properties, business or financial condition or results of operation of the Company and the Subsidiaries (as defined below), taken as a whole. (a “Material Adverse Effect”).
Appears in 1 contract
Sources: Stock Purchase Agreement (First Albany Companies Inc)
Foreign Qualification. Each of the Company, the Operating Partnership and each of the Significant Subsidiaries The Affiliated Company is duly qualified to do conduct business as a foreign corporation and is in good standing in under the Laws of each jurisdiction where the ownership or leasing operation of its properties and assets or the conduct of its business requires such qualification, except where the failure to be so qualified and in good standing lack of such qualification would not, individually or in the aggregate, not have a Material Adverse Effect.
Appears in 1 contract
Sources: Merger Agreement (Graphon Corp/De)
Foreign Qualification. Each of the Company, the Operating Partnership and each of the Significant Subsidiaries Affiliated Company is duly qualified ---------------------- to do conduct business as a foreign corporation and is in good standing in under the Laws of each jurisdiction where the ownership or leasing operation of its properties and assets or the conduct of its business requires such qualification, except where the failure to be so qualified and in good standing lack of such qualification would not, individually or in the aggregate, not have a Material Adverse Effect.
Appears in 1 contract
Foreign Qualification. Each of the Company, the Operating Partnership The Company and each of the Significant Subsidiaries is duly its subsidiaries are qualified to do business as a foreign corporation and is in good standing any jurisdiction in each jurisdiction where the ownership or leasing of its properties or the conduct of its business requires such qualification, except where which the failure to be so qualified and in good standing would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 1 contract
Sources: Stock Purchase Agreement (Eroomsystem Technologies Inc)
Foreign Qualification. Each The Company will, and will cause each of --------------------- its Subsidiaries to, cause to be done all things necessary at all times so that the Company, the Operating Partnership Company and each of the Significant its Subsidiaries is will be duly qualified to do business and be in good standing as a foreign corporation and is in good standing or partnership (as applicable) in each jurisdiction where the ownership or leasing lease of its their respective properties or the conduct nature of its business requires their respective businesses makes such qualification, except qualification necessary and where the failure so to be so qualified and in good standing would notqualify, individually or in the aggregateaggregate for all such failures, would have a Material Materially Adverse Effect.
Appears in 1 contract
Sources: Credit Agreement (Global Industrial Technologies Inc)
Foreign Qualification. Each of the Company, the Operating Partnership and each of the Significant Subsidiaries The Company is duly qualified to do business as a foreign corporation and is in good standing under the laws of each other jurisdiction in each jurisdiction where the which its ownership or leasing of its properties property or the conduct of its business requires such qualification, except where the failure to be so qualified and in good standing would not, individually or in the aggregate, have a material adverse effect upon the business, operations, prospects, properties, financial condition, or results of operations of the Company and the Subsidiaries (as defined below) taken as a whole (a “Material Adverse Effect”).
Appears in 1 contract
Sources: Purchase Agreement (Utek Corp)
Foreign Qualification. Each of the Company, the Operating Partnership and each of the Significant Subsidiaries The Company is duly qualified to do business and in good standing as a foreign corporation and is in good standing in each jurisdiction where in which the ownership or leasing character of its properties owned or leased or the conduct nature of its business requires activities makes such qualification, except where qualification necessary (other than any jurisdictions in which the failure so to qualify or be so qualified and in good standing would not, individually either in any case or in the aggregate, have a Material Adverse Effect, with respect to which jurisdiction(s) this representation is not made).
Appears in 1 contract
Sources: Series a Preferred Stock Purchase Agreement (Access Solutions International Inc)
Foreign Qualification. Each of the Company, the Operating Partnership and each of the Significant Subsidiaries The Company is duly qualified to do business as a foreign corporation and is in good standing as a foreign corporation in each every jurisdiction where the in which its ownership or leasing of its properties property or the conduct of its business requires such qualificationit so to be qualified, except where the failure to be so qualified and in good standing qualify would not, individually or in the aggregate, not have a material adverse effect on the business, operations, prospects, properties, condition (financial or otherwise) or results of operation of the Company and the Subsidiary (as hereinafter defined) taken as a whole (a "Material Adverse Effect").
Appears in 1 contract
Sources: Purchase Agreement (Hemasure Inc)
Foreign Qualification. Each of the Company, the Operating Partnership Company and each of the Significant Subsidiaries Subsidiary is duly qualified or licensed to do business as a foreign corporation and is in good standing in each every jurisdiction where the ownership failure so to qualify would have a material adverse effect on (a) the current business, operations, assets, financial condition or leasing prospects of its properties Company or (b) the validity or enforceability of, or the conduct ability of Company to perform its business requires such qualificationobligations under, except where the failure to be so qualified and in good standing would not, individually or in the aggregate, have this Agreement (a “Company Material Adverse Effect”).
Appears in 1 contract
Sources: Acquisition Agreement (VRDT Corp)