Organization Powers Capitalization and Good Standing Sample Clauses

The "Organization, Powers, Capitalization and Good Standing" clause serves to confirm that a company is properly formed, legally authorized to conduct business, and in compliance with all necessary corporate formalities. It typically outlines details such as the company's jurisdiction of incorporation, the scope of its business powers, the structure and amount of its authorized and issued capital stock, and its current status with relevant governmental authorities. By including this clause, parties ensure that the company is validly existing and empowered to enter into agreements, thereby reducing the risk of future disputes over the company's legal capacity or standing.
Organization Powers Capitalization and Good Standing. (a) Organization and Powers. Sales Agent is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization and qualified to do business in all states where such qualification is required except where failure to be so qualified could not reasonably be expected to have a Material Adverse Effect. The jurisdiction of organization and all jurisdictions in which Sales Agent is qualified to do business are set forth on Schedule 7.4(a). Sales Agent has all requisite organizational power and authority to own and operate its properties, to carry on its business as now conducted and proposed to be conducted, to enter into each Related Transactions Document (as defined in the Credit Agreement) to which it is a party and to incur the Guaranteed Obligations, grant liens and security interests in the Series Collateral and carry out the Related Transactions (as defined in the Credit Agreement).
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Organization Powers Capitalization and Good Standing. (A) Organization and Powers. Borrower is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization and qualified to do business in all states where such qualification is required except where failure to be so qualified could not reasonably be expected to have a Material Adverse Effect. The jurisdiction of organization and all jurisdictions in which the Borrower is qualified to do business are set forth on Schedule 5.
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Organization Powers Capitalization and Good Standing. (a) Each of the Credit Parties and each of their Subsidiaries is duly organized, validly existing and in good standing (in each jurisdiction in which being so has a legal consequence) under the laws of its jurisdiction of organization and qualified to do business in all countries, states or provinces where such qualification is required except where failure to be so qualified could not reasonably be expected to have a Material Adverse Effect. The jurisdiction of organization and all jurisdictions in which each Credit Party is qualified to do business are set forth on Schedule 5.4(a) (as it may be updated from time to time by delivery of a new Schedule 5.4(a) or a supplement to Schedule 5.4(a) by the Applicable Borrower Representative to the Applicable Agent). Each of the Credit Parties and each of their Subsidiaries has all requisite organizational power and authority to own and operate its properties, to carry on its business as now conducted and proposed to be conducted, to enter into each Related Transactions Document to which it is a party and to incur the Obligations, grant liens and security interests in the Collateral and carry out the Related Transactions. Subject to specific representations set forth herein regarding ERISA, Environmental Laws, tax and other laws, Credit Parties are in compliance with all applicable provisions of law, except where the failure to comply, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.
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Organization Powers Capitalization and Good Standing. (a) Organization and Powers. Each of the Obligors is a limited partnership or a corporation, as applicable, duly formed or incorporated, as applicable, validly existing and in good standing under the laws of its jurisdiction of formation or incorporation as applicable (which jurisdiction for each Obligor in existence as of the Closing Date is set forth on ITEM 6.1(a) of the Disclosure Schedule). Each of the Obligors has all requisite partnership or corporate power and authority to own and operate its properties, to carry on its business as now conducted and proposed to be conducted, to enter into and perform its obligations under each Related Transactions Document to which it is a party and to carry out the Related Transactions.
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Organization Powers Capitalization and Good Standing 
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Related to Organization Powers Capitalization and Good Standing

  • Organization and Good Standing Seller has been duly organized and is validly existing as a corporation in good standing under the laws of the State of Delaware, with power and authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to acquire, own and sell the Receivables and the Other Conveyed Property to be transferred to Purchaser.

  • Organization, Good Standing, Etc Each Loan Party (i) is a corporation, limited liability company or limited partnership duly organized, validly existing and in good standing under the laws of the state or jurisdiction of its organization, (ii) has all requisite power and authority to conduct its business as now conducted and as presently contemplated and, in the case of the Borrowers, to make the borrowings hereunder, and to execute and deliver each Loan Document to which it is a party, and to consummate the transactions contemplated thereby, and (iii) is duly qualified to do business and is in good standing in each jurisdiction in which the character of the properties owned or leased by it or in which the transaction of its business makes such qualification necessary, except (solely for the purposes of this subclause (iii)) where the failure to be so qualified and in good standing could reasonably be expected to have a Material Adverse Effect.

  • Organization; Good Standing (a) Parent. Parent (i) is duly organized, validly existing and in good standing pursuant to the Laws of its jurisdiction of organization; and (ii) has the requisite power and authority to conduct its business as it is presently being conducted and to own, lease or operate its properties and assets.

  • Organization, Existence and Good Standing The Company is a corporation duly organized, validly existing and in good standing under the Laws of the state of Delaware. The Company has full corporate power and authority to own, lease and operate all of its properties and assets and to carry on the Business as presently conducted and is qualified as a foreign corporation and is duly qualified or authorized to do business as a foreign corporation and is in good standing under the Laws of all jurisdictions where the nature of the Business or the nature and location of its assets requires such qualification and where the failure to so qualify would have a Material Adverse Effect.

  • Organization, Good Standing, Power, Etc The Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. This Agreement and the Other Buyer Agreements and the transactions contemplated hereby and thereby have been duly approved by all requisite corporate action. The Buyer has full corporate power and authority to execute, deliver and perform this Agreement and the Other Buyer Agreements, and this Agreement constitutes, and the Other Buyer Agreements will when executed and delivered constitute, the legal, valid and binding obligations of the Buyer, and shall be enforceable in accordance with their respective terms against the Buyer.