General Corporate. Each Party represents and warrants to the other Parties, for itself and its Related Parties, that: (a) it is duly organized, validly existing, and authorized and in good standing under the laws of the state of its organization and in each jurisdiction where it is required to be qualified as a foreign organization or entity; (b) it has all requisite power to own, operate, grant easements in, and lease its properties and to carry on its business as now conducted; (c) it has or will endeavor to obtain all regulatory and other authorizations and approvals necessary for it to legally perform its obligations under this Agreement; (d) the execution, delivery, and performance of this Agreement are within its powers, have been duly authorized by all necessary action (except for actions of bodies and agencies and other non-parties), and do not violate any of the terms or conditions in its governing documents, any contract or other agreement to which it is a party, or any Law or regulation applicable to it; (e) this Agreement constitutes its legally valid and binding obligation enforceable against it in accordance with the terms thereof (except as otherwise provided by law); (f) there are no bankruptcy proceedings pending or being contemplated by it or, to its knowledge, threatened against it; and (g) there are no legal proceedings that would be reasonably likely to materially adversely affect its ability to perform this Agreement.
General Corporate. 1.1 It is validly incorporated, organised and subsisting in accordance with the Applicable Laws of its place of incorporation.
General Corporate. Each Party represents and warrants to the other Party that: (a) it is duly organized, validly existing and in good standing under the laws of the state of its organization and in each jurisdiction where it is required to be qualified as a foreign organization or entity; (b) it has all requisite power to own, operate and lease its properties and carry on its business as now conducted; (c) it has all regulatory approvals necessary for it to legally perform its obligations under this Agreement; (d) the execution, delivery and performance of this Agreement is within its powers, have been duly authorized by all necessary action and do not violate any of the terms or conditions in its governing documents, any contract or other agreement to which it is a party or any Law applicable to it; (e) this Agreement constitutes its legally valid and binding obligation enforceable against it in accordance with the terms thereof; (f) there are no bankruptcy proceedings pending or being contemplated by it or, to its knowledge, threatened against it; (g) there are no legal proceedings that would be reasonably likely to materially adversely affect its ability to perform this Agreement; and (h) it has knowledge and experience that enable it to evaluate the merits and risks of this Agreement.
General Corporate. (a) The Borrower shall maintain its corporate existence and conduct its business, in material compliance with all Applicable Laws applicable to it.
General Corporate. The Company shall provide Sub with ----------------- substantially the same general corporate services that it performs for itself using Company employees or that it procures through third-party service providers including, without limitation, tax services, cash management services, merchandising services, advertising, inventory management services, customer relations services, financial services and legal services.
General Corporate. CAM's or its subsidiaries' tax department, legal department, travel department and cash management department shall provide CFP with substantially the same services that it provides CAM or its subsidiaries.
General Corporate. 11. Supply chain Supply chain refers to the acquisition and provision of goods and services other than fuel, energy commodities or energy transmission. Specific activities include material inventory management, contract administration services, warehousing and logistics services and the establishment of inventory standards. The category also encompasses the purchase, oversight, and maintenance of vehicles and related equipment.
General Corporate. B&N's tax department, traffic department, travel department and cash management department shall provide the LLC with substantially the same services that it provides to B&N.
General Corporate. (a) The Borrower shall ensure that each Borrower Entity maintains its corporate existence.
General Corporate. 5.1 No power of attorney given by a Group Member is in force other than those given to BoS pursuant to the Bank Facilities (which will be revoked and cancelled at Completion).
