Common use of Good Standing of the Company Clause in Contracts

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of Maryland, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, qualification except where the failure to be so qualified or in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandSouth Dakota, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified and in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandPennsylvania, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except other than where the failure to be so qualified or in good standing would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwise), results of operations, business, business or properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except for any jurisdiction where the failure to be so qualified would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwiseother), results of operations, business, properties properties, prospects or prospects results of operations of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, qualification except where the failure to be so qualified or in good standing would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwiseother), results of operations, business, properties or prospects results of operations of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, qualification except where the failure to be so qualified or to be in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries and Affiliated Entities taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State its jurisdiction of Maryland, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Packageincorporation; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, and have all power and authority necessary to own or hold its properties and to conduct the businesses in which it is engaged, except where the failure to be so qualified or in good standing or have such power or authority would not, individually or in the aggregate, result in have a material adverse effect on the condition (business, properties, financial position or otherwise), results of operations, business, properties or prospects operations of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would not, individually or in the aggregate, result in have or reasonably be expected to have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries subsidiaries, taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackagePackage and the Final Prospectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified as would not, individually or in the aggregate, result in reasonably be expected to have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of Maryland, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackageProspectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is validly existing and as a corporation in good standing under the laws of the State of Maryland, with the corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Prospectus. The Company is duly qualified to do business as a foreign corporation in good standing in all other each jurisdiction (which jurisdictions are set forth on Exhibit E attached hereto) in which its ownership or lease of property or the conduct of its business or its ownership or leasing of property requires such qualification, except where the failure to be so qualified qualify would not, individually or in the aggregate, result in not have a material adverse effect on the condition (financial or otherwise), business, earnings, properties, assets, results of operations, business, properties operations or prospects of the Company and its subsidiaries subsidiaries, taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is an existing and corporation in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackagePackage and the Final Prospectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing would not, not individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries Subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole or as would not materially and adversely affect consummation of the transactions contemplated hereby (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the . The Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Pricing Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the such failure to be so qualified in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise)condition, results of operations, business, properties or prospects of the Company and its subsidiaries subsidiaries, taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where to the extent that the failure to be so qualified or be in good standing would notnot materially and adversely affect the Company or its businesses, individually or in the aggregateproperties, result in a material adverse effect on the condition business prospects, conditions (financial or otherwise), other) or results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (such effect is referred to herein as a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or be in good standing would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwise), results of operations, business, business or properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the any such failure to be so duly qualified or in good standing would not, individually or in the aggregate, reasonably be expected to result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries subsidiaries, taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackageProspectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the any such failure to be so duly qualified or in good standing would not, individually or in the aggregate, reasonably be expected to result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries subsidiaries, taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and incorporated, is validly existing and as a corporation in good standing under the laws of the State jurisdiction of Marylandits incorporation, with has the corporate power and authority (corporate and other) to own its properties property and to conduct its business as described in the General Disclosure Package; Package and the Company Prospectus and is duly qualified to do transact business as a foreign corporation and is in good standing in all other jurisdictions each jurisdiction in which its ownership or lease of property or the conduct of its business or its ownership or leasing of property requires such qualification, except where to the extent that the failure to be so qualified or be in good standing would not, individually or in the aggregate, result in not have a material adverse effect on the condition (condition, financial or otherwise), results of operationsor in the earnings, business, operations, prospects or properties or prospects of the Company and its subsidiaries subsidiaries, taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackageTime of Sale Information; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or to be in good standing would not, individually or in the aggregate, result in not have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries subsidiaries, taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is validly existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackagePackage and the Final Prospectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified as would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries Subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, qualification except where the failure to be so qualified in good standing would not, individually or in the aggregate, aggregate result in a material adverse effect effort on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation and is in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would not, individually or in the aggregate, result in good standing would not reasonably be expected to have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except qualification and where the failure to be so qualified would notqualified, individually or in the aggregate, would result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects results of operations of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackagePackage and the Final Prospectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would notnot reasonably be expected, individually or in the aggregate, result in to have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its respective subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own and lease its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation and is in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified qualify would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects results of operations of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and incorporated, is validly existing and as a corporation in good standing under the laws of the State jurisdiction of Marylandits incorporation, with has the corporate power and authority (corporate and other) to own its properties property and to conduct its business as described in the General Disclosure Package; Package and the Company Final Prospectus and is duly qualified to do transact business as a foreign corporation and is in good standing in all other jurisdictions each jurisdiction in which its ownership or lease of property or the conduct of its business or its ownership or leasing of property requires such qualification, except where to the extent that the failure to be so qualified or be in good standing would not, individually or in the aggregate, result in not have a material adverse effect on the condition (condition, financial or otherwise), results of operationsor in the earnings, business, operations, prospects or properties or prospects of the Company and its subsidiaries subsidiaries, taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing does not and would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “"Material Adverse Effect”").

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing does not and would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwise), results result of operations, business, properties or prospects of the Company and its subsidiaries subsidiaries, taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of Maryland, with all requisite power and authority (corporate and other) to own its properties and to conduct its business as described in the General Disclosure Package; and the Company is duly qualified or registered to do business as a foreign corporation and is in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would notnot reasonably be expected, individually or in the aggregate, result in to have a material adverse effect on the condition (financial or otherwise)condition, results of operations, business, business or properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified as would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is validly existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so duly qualified or in good standing would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwise), results of operations, business, business or properties or prospects of the Company and its subsidiaries taken as a whole (a “"Material Adverse Effect”").

Good Standing of the Company. The Company has been duly incorporated and is an existing and corporation in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so duly qualified or in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is an existing and corporation in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackageProspectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except in such jurisdictions where the failure to be so qualified would not, not individually or in the aggregate, result in aggregate have a material adverse effect on the condition (financial or otherwiseother), results of operations, business, properties or prospects results of operations of the Company and its subsidiaries taken as a whole (a “"Material Adverse Effect”").

Good Standing of the Company. The Company has been duly incorporated and is validly existing and as a corporation in good standing under the laws of the State of Maryland, with the corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Prospectus. The Company is duly qualified to do business as a foreign corporation in good standing in all other each jurisdiction (which jurisdictions are set forth on Exhibit D attached hereto) in which its ownership or lease of property or the conduct of its business or its ownership or leasing of property requires such qualification, except where the failure to be so qualified qualify would not, individually or in the aggregate, result in not have a material adverse effect on the condition (financial or otherwise), business, earnings, properties, assets, results of operations, business, properties operations or prospects of the Company and its subsidiaries subsidiaries, taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackageSEC Filings; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of Maryland, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackagePackage and the Final Prospectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackagePackage and the Final Prospectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified qualify would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; Package and the Company is duly qualified to do business as a foreign corporation and is in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or have such power or authority would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackageTime of Sale Prospectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackagePackage and the Final Prospectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, business or properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackageProspectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, qualification except where the failure to be so qualified or in such good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, , except where the failure to be so qualified qualify would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandSouth Dakota, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified and in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is validly existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing as a corporation and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing would not, not individually or in the aggregate, result in aggregate have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties properties, or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate or similar power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure PackagePackage and the Final Prospectus; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where such qualification or the failure to be so qualified in good standing would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries subsidiaries, taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so duly qualified or in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so duly qualified or in good standing as a foreign corporation would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandOregon, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except for any jurisdiction where the failure to be so qualified would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries subsidiaries, taken together as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is an existing and corporation in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except for any jurisdiction where the failure to be so qualified would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so duly qualified or in good standing would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with corporate power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where to the extent that the failure to be so qualified or be in good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of not materially and adversely affect the Company and its subsidiaries or their businesses, properties, business prospects, conditions (financial or other) or results of operations, taken as a whole (such effect is referred to herein as a “"Material Adverse Effect”").

Good Standing of the Company. The Company has been duly incorporated and is validly existing and as a corporation in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing (to the extent such concept exists) in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, qualification in each case except where the failure as would not reasonably be expected to be so qualified would not, individually or in the aggregate, result in have a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified qualify would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, business or properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified or in such good standing would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company has been duly incorporated and is existing and in good standing under the laws of the State of Maryland, with power and authority (corporate and other) to own its properties and conduct its business as described in the Registration Statement, the General Disclosure PackagePackage and the Final Prospectus and to enter into and perform its obligations (A) under this Agreement and each of the Transaction Documents and (B) in connection with the Formation Transactions; and the Company is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified qualify would not, individually or in the aggregate, result in a material adverse effect on the condition (financial or otherwise), results of operations, business, properties or prospects of the Company and its subsidiaries taken as a whole (a “Material Adverse Effect”).

Good Standing of the Company. The Company (i) has been duly incorporated and is existing and in good standing under the laws of the State of MarylandDelaware, with power and authority (corporate and other) to own its properties and conduct its business as described in the General Disclosure Package; Package and the Company (ii) is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions in which its ownership or lease of property or the conduct of its business requires such qualification, except in the case of clause (ii) where the failure to be so qualified qualify would not, individually or in the aggregate, not result in a material adverse effect on change in the condition (condition, financial or otherwise), results of operationsor in the earnings, business, properties affairs or business prospects of the Company and its subsidiaries taken subsidiaries, considered as a whole one enterprise, whether or not arising in the ordinary course of business (a “Material Adverse Effect”).