Common use of Corporate Organization and Standing Clause in Contracts

Corporate Organization and Standing. Buyer is (a) a Delaware corporation duly organized, validly existing and duly qualified or licensed and in good standing under the Laws of the state or jurisdiction of its organization with full corporate or other power and authority to own, lease, use and operate its properties and to conduct its business, and (b) duly qualified or licensed to do business and is in good standing in any other jurisdiction in which the nature of the business conducted by it or the property it owns, leases or operates requires it to so qualify, be licensed or be in good standing, except where the failure to be so qualified, licensed or in good standing would not, individually or in the aggregate, have a Buyer Material Adverse Effect.

Corporate Organization and Standing. Buyer is (a) a Delaware corporation private limited liability company duly organized, validly existing and duly qualified or licensed and in good standing (or of comparable status under applicable Law) under the Laws of the state or jurisdiction of its organization Netherlands with full corporate or other power and authority to own, lease, use and operate its properties and to conduct its business, and (b) duly qualified or licensed to do business and is in good standing in any other jurisdiction in which the nature of the business conducted by it or the property it owns, leases or operates requires it to so qualify, be licensed or be in good standing, except where the failure to be so qualified, licensed or in good standing would notnot reasonably be expected, individually or in the aggregate, have a to materially impair or materially delay the ability of Buyer Material Adverse Effectand its Subsidiaries to consummate the transactions contemplated by this Agreement.