Licensing & Qualification Sample Clauses

Licensing & Qualification. Under the law of the Borrower's Country, neither the Lender nor Eximbank will, by reason of their entering into the Borrower Documents and performing their obligations and enforcing their rights thereunder: (i) be required to be qualified, licensed or otherwise entitled to do business in the Borrower's Country, or be required to comply with any requirement as to foreign registration or qualification in the Borrower's Country; (ii) be subject to taxation in the Borrower's Country; or (iii) be required to make any filing with any court or other governmental authority in the Borrower's Country prior to any enforcement of any of the Borrower Documents or performance of any of the transactions contemplated by the Borrower Documents. FORM OF OPINION OF GUARANTOR'S COUNSEL A-5 (CA) Annex D We have been and are acting as counsel for _______________ ("Guarantor"). You have requested our opinion as to certain matters concerning the Credit Agreement (the "Agreement") dated as of _______________, among the Borrower, _______________, as Lender, Guarantor and the Export-Import Bank of the United States. Terms not otherwise defined in this opinion shall have the meanings assigned to them in the Agreement. In connection with this opinion, we have reviewed such matters of law, and have examined originals, or copies identified to our satisfaction, of such agreements, corporate records, public records, communications of public officials and other documents and instruments, as we have considered necessary or appropriate. Based upon the foregoing we are of the opinion that:
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Licensing & Qualification. Under the law of the Guarantor's Country, neither the Lender nor Eximbank will, by reason of their entering into the Borrower Documents and performing their obligations and enforcing their rights thereunder: (i) be required to be qualified, licensed or otherwise entitled to do business in the Guarantor's Country, or be required to comply with any requirement as to foreign registration or qualification in the Guarantor's Country; (ii) be subject to taxation in the Guarantor's Country; or (iii) be required to make any filing with any court or other governmental authority in the Guarantor's Country prior to any enforcement of any of the Borrower Documents or performance of any of the transactions contemplated by the Borrower Document.
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Licensing & Qualification. Under the law of the Lessee’s Country, neither the Lessor nor Ex-Im Bank will, by reason of their entering into the Lease Documents, performing their obligations, and enforcing their rights thereunder: (i) be required to be qualified, licensed, or otherwise entitled to do business in the Lessee’s Country, or be required to comply with any requirement as to foreign registration or qualification in the Lessee’s Country; (ii) be subject to taxation in the Lessee’s Country; or (iii) be required to make any filing with any court or other Governmental Authority in the Lessee’s Country prior to any enforcement of any of the Lease Documents or performance of any of the transactions contemplated by the Lease Documents. ANNEX F FORM OF EX-IM BANK APPROVAL OF FORM OF LEASE AGREEMENT , 20 [Lessor] [Address of Lessor] Re: MGA No. -F Ex-Im Bank Transaction No. - [Country] Ladies and Gentlemen: The Export-Import Bank of the United States (“Ex-Im Bank”) hereby approves the Form of Lease Agreement and Lease Supplement attached hereto to be used under the Master Guarantee Agreement – Finance Lease (Medium Term Credits – Electronic Compliance Program), dated as of , as amended from time to time (the “MGA”) between [Lessor] and Ex-Im Bank on the basis set forth below. - Lessee’s Country: - Governing Law:1 - Type of Lease [indicate one]: Finance Lease Operating Lease - Special Conditions: This form of Lease Agreement and Lease Supplement may only be used for a Transaction if the Lessor provides evidence of compliance with the following special conditions: [None/List any conditions, such as registration, payment of taxes, etc., that are advisable in light of the opinions contained in the opinion letter.] This approval is only effective for the type of lease indicated above. No changes shall be permitted to the form of the Lease Agreement and the Lease Supplement without further approval by Ex-Im Bank. Each Lease Agreement, as supplemented by the Lease Supplement, must contain all Required Lease Provisions. This approval is based upon the opinion letter of dated as of , that you have submitted with the form of Lease Agreement and Lease Supplement. If the legal basis for such legal opinion should change, you must submit to Ex-Im Bank the form of Lease Agreement and Lease Supplement, together with a new legal opinion in the form of Annex E to the MGA, for further approval. This approval will expire on the date three (3) years after the date of this approval. Responsible Division: ...
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Related to Licensing & Qualification

  • Listing, Qualification, Etc This option shall be subject to the requirement that if, at any time, counsel to the Company shall determine that the listing, registration or qualification of the shares subject hereto upon any securities exchange or under any state or federal law, or the consent or approval of any governmental or regulatory body, or that the disclosure of non-public information or the satisfaction of any other condition is necessary as a condition of, or in connection with, the issuance or purchase of shares hereunder, this option may not be exercised, in whole or in part, unless such listing, registration, qualification, consent or approval, disclosure or satisfaction of such other condition shall have been effected or obtained on terms acceptable to the Board of Directors. Nothing herein shall be deemed to require the Company to apply for, effect or obtain such listing, registration, qualification or disclosure, or to satisfy such other condition.

  • Upgrading Qualifications ‌ Where the Employer requires an employee to upgrade their skills or qualifications in order to operate or maintain new equipment, the cost of training and normal living and travel expenses as laid down in this agreement will be borne by the Employer.

  • Organization and Good Standing; Qualification The Seller has been duly organized and is validly existing as a limited liability company in good standing under the laws of the State of Delaware, with the power and authority to own or lease its properties and to conduct its activities as such properties are currently owned or leased and such activities are currently conducted.

  • Organization; Good Standing; Qualification The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has all requisite corporate power and authority to carry on its business as presently conducted and as proposed to be conducted. The Company is duly qualified to transact business and is in good standing in each jurisdiction in which the failure to so qualify would have a material adverse effect on the business, assets (including intangible assets), liabilities, financial condition, property, prospects or results of operations of the Company (such a “Material Adverse Effect”).

  • IRO Qualifications The IRO shall:

  • Staff Qualifications a) CONTRACTOR shall ensure that all individuals employed, contracted, and/or otherwise hired by CONTRACTOR to provide classroom and/or individualized instruction or related services hold a license, certificate, permit, or other document equivalent to that which staff in a public school are required to hold in the service rendered consistent with Education Code section 56366.1(n)(1) and are qualified pursuant to Title 5 of the California Code of Regulations sections 3064 and 3065.

  • Tax Qualification Each Employee Benefit Plan intended to be qualified under Section 401(a) of the Code has been determined to be so qualified by the Internal Revenue Service and nothing has occurred since the date of the last such determination which resulted or is likely to result in the revocation of such determination.

  • Organization; Good Standing; Qualification and Power The Contributed Subsidiaries are all of the subsidiaries of the Contributed Companies or any of their direct or indirect subsidiaries. Each of the Contributed Companies, and the Contributed Subsidiaries and each of the Contributing Companies is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation, has all requisite corporate power and authority to own, lease and operate any and all of the Group Assets held by such company and for the Conduct of the Group Business as now being conducted by such company, and is duly qualified and in good standing to do business in each jurisdiction in which the nature of its business or the ownership or leasing of its properties makes such qualification necessary, other than in such jurisdictions where the failure so to qualify would not have a Material Adverse Effect on the Group Business. SCO has delivered to Caldera or its counsel complete and correct copies of the charter documents of the Contributed Companies and the Contributed Subsidiaries. Except for the Contributed Subsidiaries, none of the Contributed Companies nor any of the Contributed Subsidiaries owns, directly or indirectly, any capital stock or other equity interest of any corporation or has any direct or indirect equity or ownership interest in any other business, whether organized as a corporation, partnership, joint venture or otherwise.

  • Professional Qualifications It shall be a condition of continued professional employment that employees must apply for enrolment in their appropriate professional licensing body by the thirtieth day of continuous service.

  • Organization; Qualification The Company is a corporation duly organized and validly existing under the laws of the State of Delaware and is in good standing under such laws. The Company has all requisite corporate power and authority to own, lease and operate its properties and assets, and to carry on its business as presently conducted. The Company is qualified to do business as a foreign corporation in each jurisdiction in which the ownership of its property or the nature of its business requires such qualification, except where failure to so qualify would not have a material adverse effect on the Company.

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