Organization and Operation of the Company Sample Clauses

Organization and Operation of the Company. The Company is a limited ----------------------------------------- liability company duly organized, validly existing and in good standing under the laws of the State of Louisiana and has all requisite limited liability company power and authority to own, lease and operate its assets and carry on its business as it is now being conducted. The Company has no, and has never had any, (i) assets or property or debts, obligations or other liabilities (whether absolute, accrued, contingent, fixed or otherwise) (collectively, "Liabilities"), other than by virtue of its ownership interest in the Joint Venture or (ii) employees. Since its formation, the Company has not conducted any business other than any business related to its ownership in the Joint Venture.
Sample 1
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Organization and Operation of the Company. The Company (i) is an exempted company, duly organized or formed, validly existing and in good standing under the laws of the Cayman Islands and (ii) has full power and authority to perform and comply with all the terms and conditions of the Charter and each Transaction Document to which it is, or is specified to be, a party. An Affiliate of CMC holds one Class A Share and other than such share, there are no shares of capital stock or other voting securities of, or equity interests in, the Company issued, reserved for issuance or outstanding. Since the date of the Company’s formation, the Company has not conducted any business or other activity (other than activities incidental to its formation), including (A) entering into any contract, agreement or other similar arrangement (other than this Agreement and the Amendment) or (B) incurring any liability (other than immaterial liabilities incidental to its formation). All permitted activities of the Company have been conducted in all respects in compliance with applicable Law.”
Sample 1
Organization and Operation of the Company. The Company is a Delaware corporation, duly organized, validly existing and in good standing under the laws of the State of Delaware, and has full power and authority (including all material licenses, franchises, permits and other governmental authorizations which are legally required) to own its properties and to engage in the business and activities now conducted by it, including its direct ownership of FFSB. The Company is duly registered as a thrift holding company with the OTS and is operated in substantial compliance with applicable OTS regulations. The Company is a reporting company under the Securities Exchange Act of 1934, as amended (the "1934 Act"). True and complete copies of the Certificate of Incorporation and Bylaws of the Company, as amended to date, have been delivered to Texas United. The only business of the Company is its ownership and operation of its subsidiaries, BOT and FFSB. Except as described on Schedule 2.1, the Company has no liabilities, liquidated or unliquidated, fixed or contingent, and has no assets other than its ownership of all of the capital stock of BOT and FFSB. Without limiting the generality of the foregoing, except as described on Schedule 2.1 or as set forth in the Company Balance Sheet, as hereinafter defined, the Company is not a member of any joint venture or partnership and the Company does not own the securities of any other entity other than as herein described. The Company is operated in substantial compliance with all regulations, limitations and requirements applicable to companies subject to the Home Owners Loan Act, as amended, including as amended by the Xxxxx-Xxxxx-Xxxxxx Act.
Sample 1

Related to Organization and Operation of the Company

  • Organization of the Company The Company is a corporation duly organized and validly existing and in good standing under the laws of the State of Nevada.

  • Formation of the Company The Company was formed as a limited liability company under the Act on April 24, 2008. The Member hereby agrees that the person executing and filing the Certificate of Formation of the Company was and is an “authorized person” within the meaning of the Act, and that the Certificate of Formation filed by such authorized person is the Certificate of Formation of the Company.

  • Organization and Standing of the Company The Company is a duly organized and validly existing corporation in good standing under the laws of the State of Nevada and has all requisite corporate power and authority for the ownership and operation of its properties and for the carrying on of its business as now conducted and as now proposed to be conducted and to execute and deliver this Agreement and other instruments, agreements and documents contemplated herein (together with this Agreement, the “Transaction Documents”), to issue, sell and deliver the Shares and to perform its other obligations pursuant hereto. The Company is duly licensed or qualified and in good standing as a foreign corporation authorized to do business in all jurisdictions wherein the character of the property owned or leased or the nature of the activities conducted by it makes such licensing or qualification necessary, except where the failure to be so licensed or qualified would not have a material adverse effect on the business, operations or financial condition of the Company.

  • Reorganization of the Company The existence of this Award Agreement shall not affect in any way the right or power of the Company or its stockholders to make or authorize any or all adjustments, recapitalizations, reorganizations or other changes in the Company’s capital structure or its business; any merger or consolidation of the Company; any issue of bonds, debentures, preferred or prior preference stock ahead of or affecting the Restricted Stock or the rights thereof; the dissolution or liquidation of the Company, or any sale or transfer of all or any part of its assets or business, or any other corporate act or proceeding, whether of a similar character or otherwise.

  • Organization of the Buyer The Buyer is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

  • Organization and Good Standing of the Company The Company is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation as set forth above. The Company is not required to be qualified to transact business in any other jurisdiction where the failure to so qualify would have an adverse effect on the business of the Company.

  • Organization of the Seller The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

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

  • Organization and Qualification of the Company The Company is a corporation duly organized, validly existing and in good standing under the Laws of the state of Delaware and has full corporate power and authority to own, operate or lease the properties and assets now owned, operated or leased by it and to carry on its business as it has been and is currently conducted. Section 3.01 of the Disclosure Schedules sets forth each jurisdiction in which the Company is licensed or qualified to do business, and the Company is duly licensed or qualified to do business and is in good standing in each jurisdiction in which the properties owned or leased by it or the operation of its business as currently conducted makes such licensing or qualification necessary.

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

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