Common use of Organization and Qualification; Subsidiaries Clause in Contracts

Organization and Qualification; Subsidiaries. (a) The Company and each Company Subsidiary is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has requisite corporate or other legal entity, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Company and each Company Subsidiary is duly qualified to do business and is in good standing in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company and each of its Subsidiaries (each a “Company Subsidiary Subsidiary”) is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws applicable Law of the jurisdiction of its incorporation or organization and has all requisite corporate or other legal entityorganizational, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on conduct its business as it is now being currently conducted and as currently planned to be conducted. The Each of the Company and each Company Subsidiary is duly qualified to do business and is in good standing in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except where the any failure to be so qualified or in good standing, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company and each of its Subsidiaries (each a “Company Subsidiary Subsidiary”) is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has all requisite corporate or other legal entityorganizational, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Company and each Company Subsidiary is duly qualified to do business and is in good standing in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Each of the Company and each subsidiary of the Company Subsidiary is a corporation or other legal entity duly incorporated or organized, validly existing and and, to the extent such concept is applicable, in good standing under the Laws of the its respective jurisdiction of its incorporation or organization and has all requisite corporate or other legal entity, as the case may be, similar power and authority to own, lease and operate its properties and assets and to carry on its business as it presently conducted and is now being conducted. The Company and each Company Subsidiary is duly qualified to do business and and, to the extent such concept is applicable, is in good standing as a foreign corporation or other legal entity in each jurisdiction where the ownership, leasing or operation of its assets or properties or assets or the present conduct of its business requires such qualification, except in each case where the failure to be so qualified or or, to the extent such concept is applicable, in good standing, individually or in the aggregate, has not had and would not have, or reasonably be expected to have have, a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company and each Company Subsidiary is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing standing, as applicable, under the Laws of the jurisdiction of its incorporation or organization organization. The Company and each Company Subsidiary has requisite corporate or other legal entity, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Company and each Company Subsidiary is duly qualified to do business and is in good standing in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing, individually or in the aggregate, has not had and standing would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Each of the Company and each Company Subsidiary its subsidiaries is a corporation or other legal entity duly incorporated or organized, validly existing and and, to the extent such concept is applicable, in good standing under the Laws of the its respective jurisdiction of its incorporation or organization and has all requisite corporate or other legal entity, as the case may be, similar power and authority to own, lease and operate its properties and assets and to carry on its business as it presently conducted and is now being conducted. The Company and each Company Subsidiary is duly qualified to do business and and, to the extent such concept is applicable, is in good standing as a foreign corporation or other legal entity in each jurisdiction where the ownership, leasing or operation of its assets or properties or assets or the present conduct of its business requires such qualification, except in each case where the failure to be so organized, existing, qualified or or, to the extent such concept is applicable, in good standing, or to have such power or authority, would not, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Each of the Company and its Subsidiaries (each a “Company Subsidiary Subsidiary”) is a corporation or other legal entity organization duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has all requisite corporate or other legal entityorganizational, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Each of the Company and each the Company Subsidiary Subsidiaries is duly qualified to do business and is in good standing in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing, individually or in the aggregate, has does not had and would not reasonably be expected to have result in a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company and each Company Subsidiary is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws of the its respective jurisdiction of its incorporation or organization and has all requisite corporate or other legal entity, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Company and each Company Subsidiary is duly qualified or licensed to do business and is in good standing in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualificationqualification or license, except where the failure to be so qualified qualified, licensed or in good standing, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company and each Company Subsidiary is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has requisite corporate or other legal entityorganizational, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Company and each Company Subsidiary is duly qualified or licensed to do business and is in good standing in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualificationqualification or license, except where the failure to be so qualified qualified, licensed or in good standing, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Each of the Company and each Company Subsidiary its Subsidiaries is a corporation or other legal entity duly incorporated or organized, validly existing and and, to the extent such concept is applicable, in good standing under the Laws of the its respective jurisdiction of its incorporation or organization and has all requisite corporate or other legal entity, as the case may be, similar power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Company presently conducted and each Company Subsidiary is duly qualified to do business and and, to the extent such concept is applicable, is in good standing as a foreign corporation or other legal entity in each jurisdiction where the ownership, leasing or operation of its assets or properties or assets or the present conduct of its business requires such qualification, except in each case where the failure to be so organized, formed, existing, qualified or or, to the extent such concept is applicable, in good standing, or to have such power or authority, would not, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company and each subsidiary undertaking of the Company Subsidiary (each a “Company Subsidiary”), is a corporation corporation, company or other legal entity organization duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has requisite the corporate or other legal entity, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on conduct its business as it is now being conducted. The Company and each Company Subsidiary is duly qualified as a foreign corporation, partnership or limited liability company, as applicable, to do transact business and is in good standing in each jurisdiction where in which such qualification is required, whether by reason of the ownership, ownership or leasing or operation of its properties or assets property or the conduct of its business requires such qualificationbusiness, except where the failure to be so qualified or be in good standingstanding would not, individually or in the aggregate, has not had and would not reasonably be expected to have result in a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company and each Company Subsidiary is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has requisite corporate or other legal entity, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Company and each Material Company Subsidiary is duly qualified to do business and is in good standing standing, where applicable, in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Each of the Company and each Company Subsidiary is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization organization, and has all requisite corporate or other legal entityorganizational, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Each of the Company and each Company Subsidiary is duly qualified to do business and is in good standing in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company and each Company Subsidiary is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has the requisite corporate or other legal entity, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Company and each Company Subsidiary is duly qualified to do business and is in good standing in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standing, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company and each Company Subsidiary is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction State of its incorporation or organization and Delaware. The Company has requisite corporate or other legal entity, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted, except where the failure to have such power and authority would not, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect. The Company and each Company Subsidiary is duly qualified to do business and is in good standing in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standingstanding would not, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company and each Company Subsidiary is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization organization. The Company and each Company Subsidiary has requisite corporate or other legal entity, as the case may be, power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Company and each Company Subsidiary is duly qualified to do business and is in good standing in each other jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except where the failure to be so qualified or in good standingstanding would not, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company and each Company Subsidiary is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and organization. The Company has requisite corporate (or other form of legal entity, as the case may be, ) power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Company and each Company Subsidiary is duly qualified or licensed to do business and is in good standing in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except where the failure to be so qualified or licensed or in good standingstanding would not, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.

Organization and Qualification; Subsidiaries. (a) The Company Each of Parent, Seller, and each Company Subsidiary the Transferred Entities is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing (where such status is applicable) under the Laws of the jurisdiction of its incorporation or organization and each has all requisite corporate or other legal entity, as the case may be, organizational power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted. The Company conducted and each Company Subsidiary is duly licensed or qualified to do business and is in good standing as a foreign corporation or other entity in each jurisdiction where the ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, except except, where the failure to be so licensed, qualified or in good standingstanding would not reasonably be expected, individually or in the aggregate, has not had and would not reasonably be expected to have a Company Material Adverse Effect.