Incorporation and Valid Existence Clause Samples

Incorporation and Valid Existence. The Representative shall have received on and as of the Closing Date reasonably satisfactory evidence of the due incorporation and valid existence of the Company in Luxembourg, in each case in writing or any standard form of telecommunication, from the appropriate governmental authorities of such jurisdictions.
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Incorporation and Valid Existence. The Company and each of its significant subsidiaries are duly incorporated and are validly existing under the laws of their respective jurisdictions of incorporation, with full power and capacity to own or lease their respective property and assets and conduct their respective business as described in the Registration Statement, the Time of Sale Information and the Prospectus, and are lawfully qualified to do business in those jurisdictions in which business is conducted by them, except where the failure to be so qualified, validly existing or have such power or capacity would not, individually or in the aggregate, have a material adverse effect on the business, properties, management, financial position or results of operations of the Company and its subsidiaries taken as a whole or on the performance by the Company of its obligations under the Securities (a “Material Adverse Effect”).
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Incorporation and Valid Existence. The Transferee is a company duly incorporated and validly existing in accordance with the law of the jurisdiction where it was incorporated or established, and has full rights, powers and capacity to execute and perform its obligations and responsibilities under this Agreement.
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Incorporation and Valid Existence. The Bank is duly established and is validly existing, governed by the Third Protocol to the General Agreement on Privileges and Immunities of the Council of Europe of March 6, 1959 (the “Protocol”), by its Articles of Agreement, as amended and by regulations issued pursuant to the Articles, with full power and capacity to own or lease its respective property and assets and conduct its business as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, and is lawfully qualified to do business in those jurisdictions in which business is conducted by it, except where the failure to be so qualified would not have a material adverse effect on the business, properties, management, financial position or results of operations of the Bank or on the performance by the Bank of its obligations hereunder, under the Fiscal Agency Agreement or under the Securities (a “Material Adverse Effect”).
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Incorporation and Valid Existence. The Bank is duly established and is validly existing, governed by the Protocol, by the Articles, as amended, and by regulations issued pursuant to the Articles, with full power and capacity to own or lease its respective property and assets and conduct its business as described in the Registration Statement, the Pricing Disclosure Package and the Pricing Supplement, and is lawfully qualified to do business in those jurisdictions in which business is conducted by it, except where the failure to be so qualified would not have a material adverse effect on the business, properties, management, financial position or results of operations of the Bank or on the performance by the Bank of its obligations hereunder, under the Fiscal Agency Agreement or under the Securities (a “Material Adverse Effect”).
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Related to Incorporation and Valid Existence

  • Organization and Existence Such Investor is a validly existing corporation, limited partnership or limited liability company and has all requisite corporate, partnership or limited liability company power and authority to invest in the Securities pursuant to this Agreement.

  • Due Organization and Existence The District is a school district, duly organized and existing under the Constitution and laws of the State of California.

  • Valid Existence Such Purchaser (i) is duly organized, validly existing and in good standing under the Laws of its respective jurisdiction of organization and (ii) has all requisite power, and has all material governmental licenses, authorizations, consents and approvals, necessary to own its Properties and carry on its business as its business is now being conducted, except where the failure to obtain such licenses, authorizations, consents and approvals would not have and would not reasonably be expected to have a Purchaser Material Adverse Effect.

  • Incorporation and Good Standing The Company has been duly incorporated or formed and is validly existing and in good standing as a company limited by shares under the laws of the jurisdiction of its formation and has corporate power and authority to own, lease and operate its properties and to conduct its business as described in the Disclosure Package and the Prospectus and to enter into and perform its obligations under this Agreement. As of the Closing, the Company does not own or control, directly or indirectly, any corporation, association or other entity that is not otherwise disclosed in the Disclosure Package.

  • Formation; Existence Buyer is a limited liability company, duly organized, validly existing and in good standing under the laws of the State of Delaware, and the Buyer, or its applicable Designated Subsidiary, is qualified to do business in the states where the Properties acquired by Buyer or such Designated Subsidiary are located.