ORGANISATION AND EXISTENCE Sample Clauses

ORGANISATION AND EXISTENCE. The Purchaser is a corporation duly incorporated validly existing and in good standing under the laws of the Commonwealth of Massachusetts and has all corporate powers and all material governmental licenses, authorisations, consents and approvals required to carry on its business as now conducted. The Purchaser is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction in which the character of its properties or the nature of its activities make such qualification necessary, except where the failure to be so qualified and in good standing would not have a material adverse effect on its business, assets, operations, condition (financial or other), or prospects. 3. CORPORATE AUTHORISATION The execution, delivery and performance by the Purchaser of this Agreement, the Registration Rights Agreement the Supplemental Agreement and such other agreements and documents as Purchaser is executing and delivering in connection with the transaction contemplated hereby and thereby (collectively "Purchaser Agreement") and the consummation by the Purchaser of such transaction are within the corporate powers of the Purchaser and have been duly authorised by all necessary corporate action on the part of the Purchaser. The Purchaser Agreements constitute valid and binding agreements of the Purchaser enforceable against it in accordance with their terms. 5. GOVERNMENTAL AUTHORISATION Except for any filings required by the SEC or by Nasdaq, the execution, delivery and performance by the Purchaser of the Purchaser Agreements requires no action by or in respect of, or filing with, any United States governmental body, agency official or authority. 6. LITIGATION There is no action, suit, investigation or proceeding pending against, or to the knowledge of the Purchaser threatened against, the Purchaser before any court or arbitrator or any governmental body, agency or official which in any manner challenges or seeks to prevent, enjoin, alter or materially delay the transactions contemplated hereby, or which could materially adversely affect the Purchaser. 7.
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ORGANISATION AND EXISTENCE. StoneCo is an exempted company duly incorporated with limited liability and is validly existing and in good standing under the laws of the Cayman Islands
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ORGANISATION AND EXISTENCE. The Purchaser is a corporation duly incorporated, validly existing and in good standing under the laws of Georgia and has all corporate powers and all material governmental licenses, authorisations, consents and approvals required to carry on its business as now conducted.
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Related to ORGANISATION AND EXISTENCE

  • Organization and Existence Such Investor is a validly existing corporation, limited partnership or limited liability company and has all requisite corporate, partnership or limited liability company power and authority to invest in the Securities pursuant to this Agreement.

  • Due Organization and Existence The District is a school district, duly organized and existing under the Constitution and laws of the State of California.

  • Corporate Organization and Good Standing The Company is a corporation ---------------------------------------- duly organized, validly existing, and in good standing under the laws of the State of Delaware and is duly qualified and in good standing in all other states where the nature of its business or operations or the ownership of its property requires such qualification.

  • Organization and Powers Each Loan Party is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation as specified in Schedule 5.1 annexed hereto. Each Loan Party has all requisite corporate power and authority to own and operate its properties, to carry on its business as now conducted and as proposed to be conducted, to enter into the Loan Documents and Related Agreements to which it is a party and to carry out the transactions contemplated thereby.

  • Legal Existence Subject to Article Five hereof, the Company shall do or cause to be done all things necessary to preserve and keep in full force and effect (i) its legal existence, and the corporate, partnership or other existence of each Restricted Subsidiary, in accordance with the respective organizational documents (as the same may be amended from time to time) of each Restricted Subsidiary and the material rights (charter and statutory), licenses and franchises of the Company and its Restricted Subsidiaries; provided that the Company shall not be required to preserve any such right, license or franchise, or the corporate, partnership or other existence of any of its Restricted Subsidiaries if the Board of Directors of the Company shall determine that the preservation thereof is no longer desirable in the conduct of the business of the Company and its Restricted Subsidiaries taken as a whole, and that the loss thereof is not adverse in any material respect to the Holders.

  • Corporate Existence; Compliance with Law Each of the Borrower and its Subsidiaries (a) is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, (b) has the corporate power and authority, and the legal right, to own and operate its Property, to lease the Property it operates as lessee and to conduct the business in which it is currently engaged, (c) is duly qualified as a foreign corporation and in good standing under the laws of each jurisdiction where its ownership, lease or operation of Property or the conduct of its business requires such qualification except to the extent the failure to be so qualified could not, in the aggregate, reasonably be expected to have a Material Adverse Effect and (d) is in compliance with all Requirements of Law except to the extent that the failure to comply therewith could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.

  • Corporate Organization and Power Each of the Borrower and its Subsidiaries (i) is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation, (ii) has the full corporate power and authority to execute, deliver and perform the Credit Documents to which it is or will be a party, to own and hold its property and to engage in its business as presently conducted, and (iii) is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction where the nature of its business or the ownership of its properties requires it to be so qualified, except where the failure to be so qualified would not, individually or in the aggregate, be reasonably likely to have a Material Adverse Effect.

  • Organization and Good Standing Seller has been duly organized and is validly existing as a corporation in good standing under the laws of the State of Delaware, with power and authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to acquire, own and sell the Receivables and the Other Conveyed Property to be transferred to Purchaser.

  • Legal Existence and Good Standing The Borrower shall, and shall cause each of its Subsidiaries to, maintain its legal existence and its qualification and good standing in all jurisdictions in which the failure to maintain such existence and qualification or good standing could reasonably be expected to have a Material Adverse Effect.

  • Organization, Existence and Good Standing The Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the state of Delaware.

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