ARTICLE II ORGANIZATIONAL MATTERS Sample Clauses

ARTICLE II ORGANIZATIONAL MATTERS. 13 Section 2.1 Organization.......................................................................13 Section 2.2 Name...............................................................................13 Section 2.3 Registered Office and Agent; Principal Office......................................13 Section 2.4 Term...............................................................................14 ARTICLE III PURPOSE..................................................................................14 Section 3.1 Purpose and Business...............................................................14 Section 3.2 Powers.............................................................................14 ARTICLE IV
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ARTICLE II ORGANIZATIONAL MATTERS. 11 Section 2.1 Organization.................................................................11 Section 2.2 Name.........................................................................11 Section 2.3 Registered Office and Agent; Principal Office................................12 Section 2.4 Term.........................................................................12 ARTICLE III PURPOSE.........................................................................12 Section 3.1 Purpose and Business.........................................................12 Section 3.2 Powers.......................................................................13 ARTICLE IV CAPITAL CONTRIBUTIONS; ISSUANCES OF PARTNERSHIP INTERESTS........................13 Section 4.1 Capital Contributions of the Partners........................................13 Section 4.2 Issuances of Additional Partnership Interests................................14 Section 4.3
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ARTICLE II ORGANIZATIONAL MATTERS. 8 2.1 Organization of Partnership . . . . . . . . . . . . . . . . . . . . . 8 2.2 Name . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 2.3 Purpose . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 2.4 Principal Office; Registered Office . . . . . . . . . . . . . . . . . 8 2.5 Term . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 ARTICLE III
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ARTICLE II ORGANIZATIONAL MATTERS. 8 Section 2.1
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ARTICLE II ORGANIZATIONAL MATTERS. 13 Section 2.1 Organization . . . . . . . . . . . . . . . . . . . . . . . 13 Section 2.2 Name . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 Section 2.3 Registered Office and Agent; Principal Office . . . . . . 13 Section 2.4 Term . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 ARTICLE III PURPOSE . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 Section 3.1 Purpose and Business . . . . . . . . . . . . . . . . . . . 13 Section 3.2 Powers . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Section 3.3 Partnership Only for Purposes Specified . . . . . . . . . 14 ARTICLE IV
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ARTICLE II ORGANIZATIONAL MATTERS. 7 2.1 Formation..................................................................................... 7 2.2 Name.......................................................................................... 7 2.3 Principal Office; Registered Office........................................................... 8
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ARTICLE II ORGANIZATIONAL MATTERS. 11 Section 2.1 Formation of LLC; Continuation ....................................................................................................................... 11 Section 2.2 Limited Liability Company Agreement.............................................................................................................. 11 Section 2.3 Name .................................................................................................................................................................. 11 Section 2.4 Purpose............................................................................................................................................................... 12 Section 2.5 Principal Office; Registered Office ................................................................................................................... 12 Section 2.6 Term.................................................................................................................................................................... 12 Section 2.7 No State-Law Partnership .................................................................................................................................. 12 Section 2.8 Ratification and Specific Authorization of Transactions.................................................................................... 12
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Related to ARTICLE II ORGANIZATIONAL MATTERS

  • Organizational Matters 16 Section 2.1. Organization.....................................................16 Section 2.2. Name ............................................................16 Section 2.3. Resident Agent; Principal Office.................................16 Section 2.4.

  • Organization and Related Matters Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.

  • Additional Matters (a) Any claim on account of a Liability which does not result from a Third Party Claim shall be asserted by written notice given by the Indemnitee to the related Indemnifying Party. Such Indemnifying Party shall have a period of 30 days after the receipt of such notice within which to respond thereto. If such Indemnifying Party does not respond within such 30-day period, such Indemnifying Party shall be deemed to have refused to accept responsibility to make payment. If such Indemnifying Party does not respond within such 30-day period or rejects such claim in whole or in part, such Indemnitee shall be free to pursue such remedies as may be available to such party as contemplated by this Agreement and the Ancillary Agreements.

  • Organization and Status Purchaser (a) is duly formed, validly existing and in good standing under the laws of the jurisdiction of its formation as set forth in the preamble to this Agreement, (b) is duly qualified, authorized to do business and in good standing in each other jurisdiction where the character of its properties or the nature of its activities makes such qualification necessary, and (c) has all requisite power and authority to own or hold under lease the property it purports to own or hold under lease and to carry on its business as now being conducted. Purchaser has made available to Seller complete and correct copies of the Organization Documents for Purchaser.

  • Certain Additional Matters (a) Any arbitration award shall be a bare award limited to a holding for or against a party and shall be without findings as to facts, issues or conclusions of law (including with respect to any matters relating to the validity or infringement of patents or patent applications) and shall be without a statement of the reasoning on which the award rests, but must be in adequate form so that a judgment of a court may be entered thereupon. Judgment upon any arbitration award hereunder may be entered in any court having jurisdiction thereof.

  • Operational Matters 7.1 The LGB shall comply with the obligations set out in Appendix 2 which deals with the day-to-day operation of, and delegation of responsibilities to, the LGB.

  • Transitional Matters (a) From and after Closing, Sellers shall retain full right and authority to use, enforce, pursue remedies and take actions with respect to any of the Excluded Assets.

  • Qualification, Organization, Subsidiaries, etc (a) The Company is a corporation duly incorporated, validly existing and in good standing under the Laws of the State of Maryland and has all requisite corporate or similar power and authority to own, lease and operate its properties and assets and to carry on its business as presently conducted. The Company is qualified to do business and is in good standing as a foreign corporation or other entity in each jurisdiction where the ownership, leasing or operation of its assets or properties or conduct of its business requires such qualification, except where the failure to be so qualified or, where relevant, in good standing, has not had and would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect. Each of the Company Subsidiaries is a legal entity duly organized, validly existing and, where relevant, in good standing under the Laws of its respective jurisdiction of organization and has all requisite corporate or similar power and authority to own, lease and operate its properties and assets and to carry on its business as presently conducted and is qualified to do business and is in good standing as a foreign corporation or other entity in each jurisdiction where the ownership, leasing or operation of its assets or properties or conduct of its business requires such qualification, except where the failure to be so organized, validly existing, qualified or, where relevant, in good standing, or to have such power or authority, has not had and would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect. The Company has filed with the SEC, prior to the date of this Agreement, a complete and accurate copy of the Company Governing Documents as amended to the date hereof. The Company Governing Documents are in full force and effect and the Company is not in violation of either of the Company Governing Documents. The Company has made available to Parent complete and accurate copies of the charter and bylaws, or equivalent organizational or governing documents, of each of the Company’s “significant subsidiaries” (as defined in Regulation S-X promulgated under the Securities Act), each as currently in effect.

  • Organization and Standing The Company is a corporation duly formed, validly existing and in good standing under the laws of the State of Delaware. The Company has all requisite power and authority to own and operate its properties and assets, to execute and deliver this Subscription Agreement, and any other agreements or instruments required hereunder. The Company is duly qualified and is authorized to do business and is in good standing as a foreign corporation in all jurisdictions in which the nature of its activities and of its properties (both owned and leased) makes such qualification necessary, except for those jurisdictions in which failure to do so would not have a material adverse effect on the Company or its business.

  • Organization, Qualification, Etc Acquiror is a limited liability company duly organized, validly existing and in good standing under the laws of The Netherlands and Sub is a corporation duly organized, validly existing and in good standing under the laws of the state of Nevada and each has the corporate power and authority to own its properties and assets and to carry on its business as it is now being conducted and is duly qualified to do business and is in good standing in each jurisdiction in which the ownership of its properties or the conduct of its business requires such qualification, except for jurisdictions in which such failure to be so qualified or to be in good standing would not, individually or in the aggregate, have a Material Adverse Effect on Acquiror. The copies of Acquiror's Articles of Association and Bylaws and Sub's articles of incorporation and bylaws which have been delivered to Target are complete and correct and in full force and effect on the date hereof. Each of Acquiror's Significant Subsidiaries (as defined in Section 9.11) is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or organization, has the power and authority to own its properties and to carry on its business as it is now being conducted, and is duly qualified to do business and is in good standing in each jurisdiction in which the ownership of its property or the conduct of its business requires such qualification, except for jurisdictions in which such failure to be so qualified or to be in good standing would not, individually or in the aggregate, have a Material Adverse Effect on Acquiror. All the outstanding shares of capital stock of, or other ownership interests in, Acquiror's Significant Subsidiaries are validly issued, fully paid and non-assessable and are owned by Acquiror, directly or indirectly, free and clear of all liens, claims, charges or encumbrances, except for restrictions contained in credit agreements and similar instruments to which Acquiror is a party under which no event of default has occurred or arisen. There are no existing options, rights of first refusal, preemptive rights, calls or commitments of any character relating to the issued or unissued capital stock or other securities of, or other ownership interests in, any Significant Subsidiary of Acquiror. SECTION 5.2.

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