AUTHORITY; GOOD STANDING. Equipment Owner has all requisite power and authority to enter into this Agreement, and the agreements contemplated hereby, and to perform its obligations hereunder and thereunder and to transfer to Purchaser all of its right, title and interest in and to the Purchased Assets (including without limitation the Licenses). This Agreement and each and every agreement, document and instrument contemplated hereby have been or will be duly executed and delivered on behalf of Equipment Owner and constitutes or will constitute the legal, valid and binding obligation of Equipment Owner and are or will be enforceable against Equipment Owner in accordance with their respective terms except as may be limited or otherwise effected by and subject to bankruptcy, insolvency, reorganization, fraudulent conveyance or other similar statutes, rules, regulations, or other laws affecting the enforceability of creditors' rights and remedies generally, and laws relating to the availability of specific performance, injunctive relief or other equitable remedies. Equipment Owner is in good standing in the jurisdiction of its organization as evidenced by the good standing certificate which comprises Schedule 4.15 of the Disclosure Letter.
AUTHORITY; GOOD STANDING. Tenant represents and warrants to Landlord that (i) Tenant is a corporation duly formed, validly existing and in good standing under the laws of the State of Delaware and authorized to do business in the State of North Carolina and (ii) the person executing this Lease on behalf of Tenant is authorized to do so. Upon the request of Landlord, Tenant shall provide to Landlord a certificate of the Secretary or Assistant Secretary of Tenant stating the officers of Tenant, the specimen signature of the officer of Tenant who will execute this Lease and a resolution of the board of directors of Tenant authorizing the officer of Tenant who will execute this Lease to execute and deliver this Lease on behalf of Tenant. Landlord represents and warrants to Tenant that (i) Olds is a corporation duly formed, validly existing and in good standing under the laws of the State of Delaware and (ii) the person executing this Lease on behalf of Olds and Xx Xxxxx is duly authorized to do so. Upon the request of Tenant, Landlord shall provide to Tenant a certificate of the Secretary or Assistant Secretary of Olds stating the officers of Olds, the specimen signature of the officer of Olds who will execute this Lease and a resolution of the board of directors of Olds authorizing the officer of Olds who will execute this Lease to execute and deliver this Lease on behalf of Olds.
AUTHORITY; GOOD STANDING. License Owner has all requisite power and authority to enter into this Agreement, and the agreements contemplated hereby, and to perform its obligations hereunder and thereunder and to transfer to Purchaser all of its right, title and interest in and to the Purchased Assets (including without limitation the Licenses). This Agreement and each and every agreement, document and instrument contemplated hereby have been or will be duly executed and delivered on behalf of License Owner and constitutes or will constitute the legal, valid and binding obligation of License Owner and are or will be enforceable against License Owner in accordance with their respective terms except as may be limited or otherwise effected by and subject to bankruptcy, insolvency, reorganization, fraudulent conveyance or other similar statutes, rules, regulations, or other laws affecting the enforceability of creditors' rights and remedies generally, and laws relating to the availability of specific performance, injunctive relief or other equitable remedies. License Owner is in good standing in the jurisdiction of its organization as evidenced by the good standing certificate which comprises Schedule 4.15 of the Disclosure Letter.
AUTHORITY; GOOD STANDING. The Managing Member is a limited liability company duly organized and validly existing under the laws of the State of Delaware, with full power and authority and legal right to be a member of the Company and to carry on its business in the manner and in the locations in which such business has been and is now being conducted by it, to execute and deliver this Agreement and to perform its obligations hereunder.
AUTHORITY; GOOD STANDING. XXXXXXXX is a limited liability company duly organized and validly existing under the laws of the Commonwealth of Virginia with full power and authority and legal right to be a Member of the Company and to carry on its business in the manner and in the locations in which such business has been and is now being conducted by it, to execute and deliver this Agreement and to perform its obligations hereunder.
AUTHORITY; GOOD STANDING. The AEW Member is a limited liability company duly organized and validly existing under the laws of the State of Delaware, with full power and authority and legal right to be a Member of the Company and to carry on its business in the manner and in the locations in which such business has been and is now being conducted by it, to execute and deliver this Agreement and to perform its obligations hereunder.
AUTHORITY; GOOD STANDING. Section 6.25 Property Management.............................................................................................. Section 6.26 Confidentiality .........................................................................................................
AUTHORITY; GOOD STANDING. (a) Tenant represents and warrants to Landlord that (i) Tenant is duly formed, validly existing and in good standing under the laws of its State of Organization as set for forth in Section 1.02 and (ii) the persons executing this Lease on behalf of Tenant are authorized to do so. Upon the request of Landlord, Tenant shall provide to Landlord evidence of the authority of the persons executing this Lease on behalf of Xxxxxx.
(b) Landlord represents and warrants to Tenant that (i) Landlord is a limited liability company duly formed, validly existing and in good standing under the laws of the state in which it was incorporated and is authorized to conduct business in the state of North Carolina, and (ii) the person executing this Lease on behalf of Landlord was authorized to do so.
AUTHORITY; GOOD STANDING. The Buyer and Finantra are corporations duly organized, validly existing and in good standing under the laws of their jurisdictions of organization, with all requisite power and authority to own, lease and operate their businesses as they are now being owned, operated and conducted. The Buyer and Finantra are licensed or qualified to do business and are in good standing as foreign corporations authorized to do business in each jurisdiction where the nature of the properties owned, leased or operated by them and the businesses transacted by them require such licensing or qualification.
AUTHORITY; GOOD STANDING. 1. Master Developer represents and warrants to the City and UTA that (i) Master Developer is duly formed and validly existing under the laws of Utah and is qualified to do business in the State of Utah; (ii) the individuals executing this MDA on behalf of Master Developer are duly authorized and empowered to bind Master Developer; and (iii) this MDA is valid, binding and enforceable against Master Developer in accordance with its terms.
2. City represents and warrants to Master Developer and UTA that (i) City is a Utah municipal corporation; (ii) City has power and authority pursuant to enabling legislation, the Act, City Laws, and the City Code, to enter into and be bound by this MDA; (iii) the individual(s) executing this MDA on behalf of City are duly authorized and empowered to bind the City; and
