Common use of Organization, Standing, Etc Clause in Contracts

Organization, Standing, Etc. Each Borrower is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes and to perform its obligations under the Borrower Loan Documents to be executed by it. Holdings is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under the Holdings Documents. Each of Holdings and the Borrowers (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a Material Adverse Effect, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude Holdings or such Borrower from enforcing its rights with respect to any assets or expose Holdings or such Borrower to any liability, which in any case would have a Material Adverse Effect.

Organization, Standing, Etc. Each Borrower The Company is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes and to perform its obligations under the Borrower Loan Documents to be executed by itDocuments. Holdings Each Material Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under the Holdings Documentsconducted. Each of Holdings the Company and the Borrowers Material Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Company and the Material Adverse EffectSubsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude Holdings the Company or such Borrower Material Subsidiary from enforcing its rights with respect to any assets or expose Holdings the Company or such Borrower Material Subsidiary to any liability, which in any either case would have be material to the Company and the Subsidiaries taken as a Material Adverse Effectwhole.

Organization, Standing, Etc. Each The Borrower is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes Term Note and to perform its obligations under the Borrower Loan Documents to be executed by itDocuments. Holdings Each Material Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under the Holdings Documentsconducted. Each of Holdings the Borrower and the Borrowers Material Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Borrower and the Material Adverse EffectSubsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude Holdings the Borrower or such Borrower Material Subsidiary from enforcing its rights with respect to any assets or expose Holdings the Borrower or such Borrower Material Subsidiary to any liability, which in any either case would have be material to the Borrower and the Subsidiaries taken as a Material Adverse Effectwhole.

Organization, Standing, Etc. Each The Borrower is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes and to perform its obligations under the Borrower Loan Documents to be executed by it. Holdings which it is a corporation party. Each Subsidiary is a corporation, limited partnership or limited liability company duly incorporated formed and validly existing and in good standing under the laws of the jurisdiction of its incorporation organization and has all requisite corporate corporate, limited partnership or limited liability company power and authority to carry on its business as now conducted and to perform its obligations under the Holdings Documentsconducted. Each of Holdings the Borrower and the Borrowers Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have constitute a Material Adverse EffectOccurrence, and (b) is duly qualified and in good standing as a foreign corporation corporation, limited partnership or limited liability company in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude Holdings the Borrower or such Borrower Subsidiary from enforcing its rights with respect to any material assets or expose Holdings the Borrower or such Borrower any Subsidiary to any liability, which in any case would have a Material Adverse EffectOccurrence.

Organization, Standing, Etc. Each The Borrower is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Revolving Notes and to perform its obligations under the Borrower Loan Documents to be executed by itDocuments. Holdings Each Subsidiary is a corporation duly incorporated organized and validly existing and in good standing under the laws of the jurisdiction of its incorporation organization and has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under the Holdings Documentsconducted. Each of Holdings the Borrower and the Borrowers Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a Material Adverse Effectmaterial adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Borrower and the Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation (or other organization) in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude Holdings the Borrower or such Borrower Subsidiary from enforcing its rights with respect to any assets or expose Holdings the Borrower or such Borrower Subsidiary to any liability, which in any either case would have be material to the Borrower and the Subsidiaries taken as a Material Adverse Effectwhole.

Organization, Standing, Etc. Each The Borrower is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Revolving Notes and to perform its obligations under the Borrower Loan Documents to be executed by itDocuments. Holdings Each Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under the Holdings Documentsconducted. Each of Holdings the Borrower and the Borrowers Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a Material Adverse Effectmaterial adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Borrower and the Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude Holdings the Borrower or such Borrower Subsidiary from enforcing its rights with respect to any assets or expose Holdings the Borrower or such Borrower Subsidiary to any liability, which in any either case would have be material to the Borrower and the Subsidiaries taken as a Material Adverse Effectwhole.

Organization, Standing, Etc. Each Borrower The Company is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes and to perform its obligations under the Borrower Loan Documents to be executed by itDocuments. Holdings Each Material Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under the Holdings Documentsconducted. Each of Holdings the Company and the Borrowers Material Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a material adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Company and the Material Adverse EffectSubsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude Holdings the Company or such Borrower Material Subsidiary from enforcing its rights with respect to any assets or expose Holdings the Company or such Borrower Material Subsidiary to any liability, which in any either case would have be material to the Company and the Subsidiaries taken as a Material Adverse Effect.whole. Section 4.2

Organization, Standing, Etc. Each The Borrower is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes and to perform its obligations under the Borrower Loan Documents to be executed by itDocuments. Holdings Each Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under the Holdings Documentsconducted. Each of Holdings the Borrower and the Borrowers Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a Material Adverse Effectmaterial adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Borrower and the Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude Holdings the Borrower or such Borrower Subsidiary from enforcing its rights with respect to any assets or expose Holdings the Borrower or such Borrower Subsidiary to any liability, which in any either case would have be material to the Borrower and the Subsidiaries taken as a Material Adverse Effectwhole.

Organization, Standing, Etc. Each of the Borrower and its Subsidiaries is a --------------------------- limited liability company or corporation or other legal entity, as the case may be, duly incorporated organized and validly existing and in good standing standing, as may be applicable, under the laws of the jurisdiction of its incorporation organization/incorporation/formation, and has all requisite corporate company/corporate/entity power and authority to carry on its business businesses as now conducted and as proposed to be conducted, to enter into this Agreement and the Loan Documents to issue the Notes which it is a party and to perform its obligations under the Borrower Loan Documents to be executed by it. Holdings is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under the Holdings Documents. Each of Holdings the Borrower and the Borrowers (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a Material Adverse Effect, and (b) Subsidiaries is duly qualified and in good standing as a foreign corporation entity in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted and as proposed to be conducted by it makes such qualification necessary necessary, and where the failure to so qualify could reasonably be expected to qualify would permanently preclude Holdings have an Adverse Effect. Each of the Borrower and its Subsidiaries holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted and as proposed to be conducted in each jurisdiction in which it carries or proposes to carry on such Borrower from enforcing its rights with respect business, and where the failure to so hold any assets such certificate, license or expose Holdings or such Borrower permit could reasonably be expected to any liability, which in any case would have a Material an Adverse Effect.

Organization, Standing, Etc. Each The Borrower is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes and to perform its obligations under the Borrower Loan Documents to be executed by itDocuments. Holdings Each Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under the Holdings Documentsconducted. Each of Holdings the Borrower and the Borrowers Subsidiaries (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a Material Adverse Effectmaterial adverse effect on the business, operations, property, assets or condition, financial or otherwise, of the Borrower and the Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude Holdings the Borrower or such Borrower Subsidiary from enforcing its rights with respect to any assets or expose Holdings the Borrower or such Borrower Subsidiary to any liability, which in any either case would have be material to the Borrower and the Subsidiaries taken as a Material Adverse Effectwhole.

Organization, Standing, Etc. Each Borrower is a --------------------------- corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted, to enter into this Agreement and to issue the Notes Revolving Note and to perform its obligations under the Borrower Loan Documents to be executed by itDocuments. Holdings Each Subsidiary is a corporation duly incorporated and validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under the Holdings Documentsconducted. Each of Holdings Borrower and the Borrowers each Subsidiary (a) holds all certificates of authority, licenses and permits necessary to carry on its business as presently conducted in each jurisdiction in which it is carrying on such business, except where the failure to hold such certificates, licenses or permits would not have a Material Adverse Effectmaterial adverse effect on the business, operations, property, assets or condition, financial or otherwise, of CCB and the Subsidiaries taken as a whole, and (b) is duly qualified and in good standing as a foreign corporation in each jurisdiction in which the character of the properties owned, leased or operated by it or the business conducted by it makes such qualification necessary and the failure so to qualify would permanently preclude Holdings such Borrower or such Borrower Subsidiary from enforcing its rights with respect to any assets or expose Holdings such Borrower or such Borrower Subsidiary to any liability, which in any either case would have be material to CCB and the Subsidiaries taken as a Material Adverse Effectwhole.