Common use of Due Qualification Clause in Contracts

Due Qualification. It is duly qualified to do business, is in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing as a foreign entity (or is exempt from such requirements) business and has obtained all necessary licenses and approvals and made all necessary filings and registrations in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvalsall jurisdictions, except where the failure to do so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do businessbusiness and, where necessary, is in good standing as a foreign entity corporation (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvals), except where the failure to so qualify or obtain licenses or such approvals would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on its ability to perform its obligations under this Agreement.

Due Qualification. It is duly qualified to do business, is in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which the conduct performance of its business this Agreement requires such qualification, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) corporation in good standing, and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualification, licenses or approvals, except where the failure to be so qualify qualified or obtain have such licenses or approvals would not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) organization in good standing, if applicable, and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualificationqualifications, licenses or approvals, except where the failure to so qualify be in good standing or obtain to hold any such qualifications, licenses and approvals could not, individually or approvals would not in the aggregate, reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, business and is in good standing as a foreign entity corporation (or is exempt from such requirements) and has obtained all necessary licenses and approvals approvals, in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvals, except where the failure to so qualify or to obtain such licenses or and approvals would not reasonably be expected render any Mortgage File relating to any Home Equity Loan unenforceable by it or the Trustee and would have a Material Adverse Effectmaterial adverse effect on its business, properties, assets or condition (financial or other).

Due Qualification. It is duly qualified to do business, is in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction all jurisdictions in which the conduct of its business requires such qualification, licenses or approvals, except where the failure to do so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly licensed, qualified and authorized to do business, business and is in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which where the ownership, leasing or operation of its property or the conduct of its business requires such qualificationlicense, licenses qualification or approvalsauthorization except for failures to be so qualified which, except where individually or in the failure to so qualify or obtain licenses or approvals would aggregate, could not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on the business, operations, property, assets, liabilities, financial condition or prospects of the Guarantor.

Due Qualification. It is duly qualified to do business, is business as a foreign organization in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of its property or the conduct of its business requires such qualificationqualifications, licenses or approvals, except where the failure to so qualify be in good standing or obtain to hold any such qualifications, licenses or and approvals would could not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do businessbusiness and, where necessary, is in good standing as a foreign corporation or other legal entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which where the conduct servicing of its business the Receivables as required by this Agreement requires such qualification, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on its ability to perform its obligations under this Agreement.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) organization in good standing, if applicable, and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which its ownership or lease of property or the conduct of its business (including its obligations under this Agreement) requires such qualificationqualifications, licenses or approvals, except where the failure to so qualify be in good standing or obtain to hold any such qualifications, licenses and approvals could not, individually or approvals would not in the aggregate, reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, business and is in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualificationqualifications, licenses or approvalsapprovals (including, as applicable, the origination, purchase, sale and servicing of the Receivables) except where for non-compliance which could not, individually or in the failure to so qualify or obtain licenses or approvals would not aggregate, reasonably be expected to have result in a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is transact business in good standing as a foreign entity (or is exempt from such requirements) each jurisdiction and has obtained all necessary licenses and approvals as required under Applicable Law, in each jurisdiction in which the conduct of its business requires such qualificationcase, licenses or approvals, except where the failure to be so qualify qualified, licensed or obtain licenses or approvals would not approved, could reasonably be expected to have a Material Adverse Effectmaterially and adversely affect (x) its ability to perform its obligations under and comply with the terms of this Agreement or (y) the rights and remedies of the Manager hereunder.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) organization in good standing, if applicable, and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of its property or the conduct of its business requires such qualificationqualifications, licenses or approvals, except where the failure to so qualify be in good standing or obtain to hold any such qualifications, licenses and approvals could not, individually or approvals would not in the aggregate, reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) corporation in good standing, and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualificationqualifications, licenses or approvals, except where the failure to so qualify be in good standing or obtain to hold any such qualifications, licenses or and approvals would not not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly licensed or qualified to do business, business and is in good standing as a foreign entity (or is exempt from such requirements) standing, and it has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of its property or the conduct of its business requires such qualificationlicensing, licenses qualification or approvals, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly licensed or qualified to do business, is business as a foreign corporation in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which (i) the ownership or lease of its property or the conduct of its business requires such licensing or qualification, licenses or approvals, except where and (ii) the failure to be so qualify licensed or obtain licenses or approvals qualified would not be reasonably be expected likely to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do businessbusiness and, where necessary, is in good standing as a foreign entity limited liability company (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvals), except where the failure to so qualify or obtain licenses or such approvals would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on its ability to perform its obligations under this Agreement and the Indenture.

Due Qualification. It is duly qualified to do businessbusiness and, where necessary, is in good standing as a foreign entity corporation (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which where the conduct servicing of its business the Receivables as required by this Agreement requires such qualification, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on its ability to perform its obligations under this Agreement.

Due Qualification. It is duly qualified to do business, is business as a foreign organization in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualificationqualifications, licenses or approvals, except where the failure to so qualify be in good standing or obtain to hold any such qualifications, licenses and approvals could not, individually or approvals would not in the aggregate, reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly licensed or qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) corporation in good standing, and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of its property or the conduct of its business requires such qualificationlicensing, licenses qualification or approvals, except where the failure to be so qualify qualified or obtain have such licenses or approvals would not reasonably be expected to have a Seller Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is business in good standing as a foreign entity (or is exempt from such requirements) standing, and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualificationqualifications, licenses or approvals, except where the failure to so qualify be in good standing or obtain to hold any such qualifications, licenses and approvals could not, individually or approvals would not in the aggregate, reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, business and is in good standing as a foreign entity (or is exempt from such requirements) as a foreign corporation in any state required in order to conduct business and has obtained all necessary licenses and approvals in each with respect to it required under federal law and the law of the jurisdiction in which the conduct of its business requires such qualification, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effectincorporation.

Due Qualification. It is duly qualified to do business, business and is in good standing as a foreign entity (or is exempt from such requirementsrequirement) in any state required in order to conduct business except where failure to so qualify or be in good standing would not have a material adverse effect on its business, and has obtained all necessary licenses and approvals in each jurisdiction in which with respect to it and the conduct of its business requires such qualificationrequired under federal, licenses or approvals, state and local laws except where the failure to so qualify or obtain such licenses or and approvals would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on its business.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (limited liability company or is exempt from such requirements) statutory trust, as applicable, and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which the conduct of its business requires such qualificationqualifications, licenses or approvals, approvals except where to the extent that failure to do so qualify or obtain licenses or approvals would could not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, business and is in good standing as a foreign entity (or is exempt from such requirementsrequirement) in any state required in order to conduct business, and has obtained all necessary licenses and approvals in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvals, except where the failure with respect to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effect.it required under federal law;

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) organization, in good standing, and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualificationqualifications, licenses or approvals, except solely with respect to Originator, where the failure to do so qualify or obtain licenses or approvals would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) limited liability company in good standing, and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualificationqualifications, licenses or approvals, except where the failure to do so qualify or obtain licenses or approvals would could not reasonably be expected to have result in a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing as a foreign entity (or is exempt from such requirements) business and has obtained all necessary licenses and approvals and made all necessary filings and registrations in each jurisdiction in which all jurisdictions, where ownership, lease or operation of its properties or the conduct of its business requires required such qualification, licenses license, approval, filing or approvalsregistration, except where the failure to do so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is business as a foreign organization in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of its property or the conduct of its business requires such qualificationqualifications, licenses or approvalsapprovals and the performance by it of its obligations contemplated in the Transaction Documents, except where the failure to so qualify be in good standing or obtain to hold any such qualifications, licenses or and approvals would could not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) corporation in good standing, and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualificationqualifications, licenses or approvals, except where the failure to so qualify be in good standing or obtain to hold any such qualifications, licenses or and approvals would could not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, business and is in good standing as a foreign entity (or is exempt from such requirementsrequirement) in any state required in order to conduct business, and has obtained all necessary licenses and approvals in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvals, except where the failure with respect to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effectit required under federal law.

Due Qualification. It is duly qualified to do businessbusiness and, where necessary, is in good standing as a foreign entity limited liability company (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvals), except where the failure to so qualify or obtain licenses or such approvals would not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity in good standing (or is exempt from such requirements) if applicable), and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the conduct of its business requires failure to obtain such qualificationqualifications, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not could reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly licensed, qualified and authorized to do business, business and is in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which where the ownership, leasing or operation of its property or the conduct of its business requires such qualificationlicensure or qualification except for failures to be so qualified which, licenses individually or approvalsin the aggregate, except where the failure to so qualify or obtain licenses or approvals would could not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on the business, operations, property, assets, liabilities, financial condition or prospects of Parent Guarantor.

Due Qualification. It is duly qualified to do businessbusiness and, where necessary, is in good standing as a foreign entity [corporation] (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvals), except where the failure to so qualify or obtain licenses or such approvals would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on its ability to perform its obligations under this Agreement.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) corporation in good standing, and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualificationqualifications, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, business and is in good standing as a foreign entity (or is exempt from such requirements) as a foreign corporation in any state required in order to conduct business and has obtained all necessary licenses and approvals in each with re- spect to it required under federal law and the law of the jurisdiction in which the conduct of its business requires such qualification, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effectincorporation.

Due Qualification. It is duly qualified to do business, is ----------------- in good standing as a foreign entity (limited liability company or is exempt from such requirements) corporation, and has obtained all necessary licenses and approvals in each jurisdiction all jurisdictions in which the conduct of its business requires such qualification, licenses or approvals, except where approvals and in which the failure so to so qualify or to obtain such licenses and approvals or to preserve and maintain such qualification, licenses or approvals would not could reasonably be expected to have give rise to a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) corporation in good standing, and has obtained all necessary licenses and approvals (including, without limitation, any licenses, approvals or authorizations related to the cashing of checks), in each jurisdiction all jurisdictions in which the conduct of its business requires failure to obtain such qualification, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not could reasonably be expected to have a Material Adverse Effect.

Due Qualification. It The Company is duly qualified to do business, business and is in good standing as a foreign entity corporation (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvals, qualification except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effect.;

Due Qualification. It is duly qualified to do businessbusiness and, where necessary, is in good standing as a foreign corporation or other legal entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which where the conduct servicing of its business the Receivables as required by this Agreement and, if it were appointed Successor Servicer, by the Servicing Agreements requires such qualification, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on its ability to perform its obligations under this Agreement or the Servicing Agreements.

Due Qualification. It is duly qualified to do business, business and is in good standing as a foreign entity (or is exempt from such requirementsrequirement) in any state required in order to conduct its business, and has obtained all necessary licenses and approvals in each jurisdiction in which the conduct of its business requires such qualification, other than any licenses or and approvals, except where the failure to so qualify or obtain licenses or approvals would not which could not, in the aggregate, be reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly licensed or qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) corporation in good standing, and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of its property or the conduct of its business requires such qualification, licenses or approvals, approvals (except where to the extent that the failure to be so qualify licensed or obtain licenses or approvals qualified would not be reasonably be expected likely to have a Material Adverse Effect.),

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) corporation in good standing, and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of its property or the conduct of its business requires such qualificationlicensing, licenses qualification or approvals, except where the failure to be so qualify qualified or obtain have such licenses or approvals would not reasonably be expected to have a Seller Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing ----------------- business as a foreign entity (or is exempt from such requirements) corporation in good standing, and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualification, licenses or approvals, approvals except where the failure to be in good standing or to so qualify or obtain licenses or approvals would has not reasonably be expected to had and will not have a Servicer Material Adverse Effect.

Due Qualification. It is duly licensed or qualified to do business, is in good standing business as a foreign entity (corporation or is exempt from such requirements) limited liability company, as the case may be, in good standing, and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of its property or the conduct of its business requires such qualificationlicensing, licenses qualification or approvals, except where the failure to be so qualify qualified or obtain have such licenses or approvals would not reasonably be expected to have a Seller Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (or is exempt from such requirements) organization in good standing, if applicable, and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualificationqualifications, licenses or approvals, except except, solely in respect of the Originator, where the failure to do so qualify or obtain licenses or approvals would could not reasonably be expected expected, individually or in the aggregate, to have result in a Material Adverse Effect.

Due Qualification. It is duly licensed or qualified to do business, is business as a foreign corporation in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which (i) the ownership or lease of its property or the conduct of its business requires such licensing or qualification, licenses or approvals, except where and (ii) the failure to be so qualify licensed or obtain licenses or approvals would not qualified reasonably could be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity in good standing (or is exempt from such requirements) if applicable), and has obtained all necessary licenses and approvals (including, without limitation, any license approvals or authorizations related to the cashing of checks), in each jurisdiction all jurisdictions in which the conduct of its business requires failure to obtain such qualificationqualifications, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not could reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing as a foreign entity (or is exempt from such requirements) business and has obtained all necessary licenses and approvals and made all necessary filings and registrations in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvalsall jurisdictions, except where the failure to do so qualify or obtain licenses or approvals would could not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do businessbusiness and, where necessary, is in good standing as a foreign corporation or other legal entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which where the conduct servicing of its business the Dealer Notes as required by this Agreement requires such qualification, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on its ability to perform its obligations under this Agreement.

Due Qualification. It is duly qualified to do business, business and is in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualificationqualifications, licenses or approvalsapprovals (including, as applicable, the origination, purchase, sale, pledge and servicing of the Receivables) [***] Redacted for confidentiality purposes except where the failure to so qualify or obtain licenses or approvals would could not reasonably be expected to have result in a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is and in good standing as a foreign entity (or corporation, and is exempt from such requirements) and has obtained all necessary licenses and approvals duly authorized to do business, in each jurisdiction in which where the conduct ownership or leasing of property or the character of its business requires operations makes such qualification, licenses or approvalsqualification necessary, except where the failure to so qualify or obtain licenses or approvals be so authorized would not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing business as a foreign entity (corporation or is exempt from such requirements) company, as applicable, in good standing, and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualification, licenses or approvals, except where the failure to be so qualify qualified or obtain have such licenses or approvals would not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It The Company is duly qualified to do business, is and in good standing as a foreign entity (or corporation, and is exempt from such requirements) and has obtained all necessary licenses and approvals duly authorized to do business, in each jurisdiction in which where the conduct ownership or leasing of property or the character of its business requires operations makes such qualification, licenses or approvalsqualifications necessary, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly licensed or qualified to do business, is business as a foreign corporation in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which (i) the ownership or lease of its property or the conduct of its business requires such licensing or qualification, licenses or approvals, except where and (ii) the failure to be so qualify licensed or obtain licenses or approvals qualified would not be reasonably be expected to have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, is in good standing ----------------- business as a foreign entity (or is exempt from such requirements) corporation in good standing, and has obtained all necessary licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualification, licenses or approvals, approvals except where the failure to be in good standing or to so qualify or obtain licenses or approvals would has not reasonably be expected to had and will not have a Material Adverse Effect.

Due Qualification. It is duly qualified to do business, business and is in good standing as a foreign entity (or is exempt from such requirements) corporation, and has obtained all necessary licenses and approvals approvals, in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvals, except where the failure to so qualify or to obtain such licenses or and approvals would not reasonably be expected to could have a Material Adverse Effectmaterial adverse effect on its ability to perform its obligations under the Operative Documents.

Due Qualification. It is duly licensed, qualified and authorized to do business, business and is in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which where the ownership, leasing or operation of its property or the conduct of its business requires such qualificationlicensure or qualification except for failures to be so qualified which, licenses individually or approvalsin the aggregate, except where the failure to so qualify or obtain licenses or approvals would could not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on the business, operations, property, assets, liabilities, condition (financial or otherwise) or prospects of Guarantor.

Due Qualification. It is duly qualified to do businessbusiness and, where necessary, is in good standing as a foreign entity [corporation] (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which where the conduct servicing of its business the Receivables as required by this Agreement requires such qualification, licenses or approvals, except where the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on its ability to perform its obligations under this Agreement.

Due Qualification. It is duly qualified to do businessbusiness and, where necessary, is in good standing as a foreign entity limited liability company (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each jurisdiction in which the conduct of its business requires such qualification, licenses or approvals), except where the failure to so qualify or obtain licenses or such approvals would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on its ability to perform its obligations under this Agreement.

Due Qualification. It is duly qualified to do business, is business as a foreign organization in good standing as a foreign entity (or is exempt from such requirements) and has obtained all necessary qualifications, licenses and approvals approvals, in each jurisdiction all jurisdictions in which the ownership or lease of its property or the conduct of its business requires such qualificationqualifications, licenses or approvalsapprovals or, except where if not so qualified, the failure to so qualify or obtain licenses or approvals would not reasonably be expected to have a Material Adverse EffectEffect with respect to Guarantor.