Common use of Organization, Standing and Power; Subsidiaries Clause in Contracts

Organization, Standing and Power; Subsidiaries. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware. Each Subsidiary of the Company is an entity that is duly organized or formed, validly existing and in good standing under the laws of its jurisdiction of organization or formation (except, (i) in the case of good standing, any jurisdiction that does not recognize such concept and (ii) where the failure to be so organized, formed, existing or in good standing in any jurisdiction would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect). The Company and each of its Subsidiaries has the corporate or other applicable power to own its rights, assets and properties and to conduct the Business and is duly qualified to do business and is in good standing in each jurisdiction (to the extent the concept is recognized by such jurisdiction), except where the failure to be so qualified and in good standing, individually or in the aggregate with any such other failures, would not reasonably be expected to have a Material Adverse Effect. The Company is not in violation in any material respect of any of the provisions of its certificate of incorporation or bylaws.

Organization, Standing and Power; Subsidiaries. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware. Each Subsidiary of the Company is an entity that and its Subsidiaries is duly organized or formedorganized, validly existing and in good standing under the laws of its jurisdiction of organization incorporation or formation (exceptorganization, (i) has the requisite power and authority to own, lease and operate its properties and to carry on its business as now being conducted, and is duly qualified and in good standing to do business as a foreign corporation or other legal entity in each other jurisdiction in which the nature of its business or the ownership or leasing of its properties makes such qualification necessary, except in each case of good standing, any jurisdiction that does not recognize such concept and (ii) where the failure failures to be so organized, formed, existing or in good standing in any jurisdiction or to have such power and authority or so to qualify would not, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect). The None of the Company and each or any of its Subsidiaries has the corporate or other applicable power to own its rights, assets and properties and to conduct the Business and is duly qualified to do business and is in good standing in each jurisdiction (to the extent the concept is recognized by such jurisdiction), except where the failure to be so qualified and in good standingviolation of its Organizational Documents other than violations which would not, individually or in the aggregate with any such other failuresaggregate, would not reasonably be expected to have a Company Material Adverse Effect. The Company is not in violation in any material respect of any of the provisions of its certificate of incorporation or bylaws.

Organization, Standing and Power; Subsidiaries. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware. Each Subsidiary of the Company is an entity that is duly organized or formed, validly existing and in good standing under the laws of its jurisdiction of organization or formation (except, (i) in the case of good standing, any jurisdiction that does not recognize such concept and (ii) where the failure to be so organized, formed, existing or in good standing in any jurisdiction would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect). The Company and each of its Subsidiaries Subsidiary has the corporate or other applicable power to own its rights, assets and properties and to conduct the Business and is duly qualified or licensed to do business and is in good standing in each jurisdiction (to the extent the concept is recognized by such jurisdiction), except where the failure to be so qualified or licensed and in good standing, individually or in the aggregate with any such other failures, would not reasonably be expected to have a Material Adverse Effect. The Company is not in violation in any material respect of any of the provisions of its certificate of incorporation or bylaws.

Organization, Standing and Power; Subsidiaries. (a) The Each of the Company and its Subsidiaries is a corporation duly incorporatedorganized, validly existing and in good standing under the laws of the State of Delaware. Each Subsidiary of the Company is an entity that is duly organized or formed, validly existing and in good standing under the laws jurisdiction of its jurisdiction of organization or formation (exceptincorporation, (i) in the case of good standinghas all requisite corporate power and authority to own, any jurisdiction that does not recognize such concept lease and (ii) where the failure to be so organized, formed, existing or in good standing in any jurisdiction would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect). The Company operate its properties and each of its Subsidiaries has the corporate or other applicable power to own its rights, assets and properties and to conduct the Business carry on its business and is duly qualified to do business and is in good standing as a foreign corporation in each jurisdiction (to where the extent character of its properties owned, operated or leased or the concept is recognized by nature of its activities makes such jurisdiction)qualification necessary, except where the failure for such failures to be so organized, qualified and or in good standing, individually or in the aggregate with any such other failuresaggregate, which have not resulted in, and would not reasonably be expected to have result in, a Company Material Adverse Effect. The Company is not in violation in any material respect For purposes of any of this Agreement, the provisions of its certificate of incorporation or bylaws.term "