Corporate Status and Authorization. The Buyer is a corporation duly incorporated, organized, and validly existing in good standing under the corporation laws of the State of Delaware. The Buyer is qualified to do business and is in good standing in every jurisdiction in which the Buyer is required to qualify to do business. The Buyer has all requisite power, authority, and capacity to execute and deliver this Agreement and all other agreements, documents, and instruments contemplated hereby and to carry out all actions required of it pursuant to the terms of this Agreement. The execution, delivery and performance of this Agreement and the other agreements, documents and instruments have been duly authorized by all necessary corporate action. This Agreement has been duly executed and delivered by the Buyer and constitutes the legal, valid, and binding obligation of the Buyer, enforceable against the Buyer in accordance with its terms.
Corporate Status and Authorization. It is validly formed, existing and in good standing under the applicable laws of the jurisdiction of its organization, and has all necessary power and authority to enter into and perform its obligations under this Agreement.
Corporate Status and Authorization. Merger Sub is a corporation duly organized, validly existing and in good standing, under the laws of the State of Texas, the jurisdiction of its incorporation, with full corporate power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby. ACI is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, with full corporate power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby. The execution and delivery by Merger Sub and ACI of this Agreement, and the consummation of the transactions contemplated hereby, have been, and on the Closing Date, the execution and delivery by the Merger Sub and ACI of the Collateral Agreements will have been, duly authorized by all requisite corporate action. Merger Sub and ACI have duly executed and delivered this Agreement. This Agreement is, valid and legally binding obligations of Merger Sub and ACI, enforceable against Merger Sub and ACI in accordance with their respective terms.
Corporate Status and Authorization. Company is a corporation duly organized, validly existing and in good standing under the laws of the state of Delaware and has the corporate power and authority to own and operate its properties, to carry on its business as now conducted and to enter into and to perform its obligations under this Agreement. Company has the power and authority to execute, deliver and perform this Agreement.
Corporate Status and Authorization. (a) The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, with full corporate power and authority to carry on its business and to own or lease and to operate its properties as such business is conducted and such properties are owned, leased or operated. The Seller has the corporate power and authority to execute and deliver this Agreement and each Ancillary Document to which it is a party, to perform fully its obligations hereunder and thereunder, and to consummate the transactions contemplated hereby and thereby.
(b) The execution and delivery by the Seller of this Agreement, and the consummation of the transactions contemplated hereby, have been duly authorized by all requisite corporate action of the Seller. The Seller has duly executed and delivered this Agreement, and this Agreement constitutes a legal, valid and binding agreement of the Seller, enforceable against the Seller in accordance with its terms.
(c) The execution and delivery by the Seller of the Ancillary Documents to which it is a party, and the consummation of the transactions contemplated thereby, have been duly authorized by all requisite corporate action of the Seller. Upon the execution and delivery by the Seller of each Ancillary Document to which it is a party, such Ancillary Document will constitute a legal, valid and binding agreement of the Seller, enforceable against the Seller in accordance with its terms.
Corporate Status and Authorization. (a) The Buyer is a corporation duly organized, validly existing and in good standing under the laws of Delaware, with full corporate power and authority to carry on its business and to own or lease and to operate its properties as and in the places where such business is conducted and such properties are owned, leased or operated. The Buyer has the corporate power and authority to execute and deliver this Agreement and each Ancillary Document to which it is a party, to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby.
(b) The execution and delivery by the Buyer of this Agreement, and the consummation by the Buyer of the transactions contemplated hereby, have been duly authorized by all requisite corporate action of the Buyer. The Buyer has duly executed and delivered this Agreement, and this Agreement constitutes a legal, valid and binding agreement of the Buyer, enforceable against the Buyer in accordance with its terms.
(c) The execution and delivery by the Buyer of the AncillaryDocuments to which it is a party, and the consummation of the transactions contemplated thereby, will have been duly authorized by all requisite corporate action of the Buyer. Upon the execution and delivery by the Buyer of each Ancillary Document to which it is a party, such Ancillary Document will constitute a legal, valid and binding obligations of the Buyer, enforceable against the Buyer in accordance with its terms.
Corporate Status and Authorization. Such Party is validly formed, existing and in good standing under the applicable laws of the jurisdiction of its organization. Each Party has all necessary power and authority to enter into and perform its obligations under this Agreement.
Corporate Status and Authorization. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Illinois, with full corporate power and authority to execute and deliver this Agreement and the Collateral Agreements to which it is a party, to perform its obligations hereunder and thereunder, and to consummate the transactions contemplated hereby and thereby. Purchaser is duly qualified and licensed and in good standing in each of the jurisdictions in which such qualification or licensing may be necessary for the transaction of the Truckers Business by Purchaser after the Closing Date. HCCH is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, with full corporate power and authority to execute and deliver this Agreement and the Collateral Agreements to which it is a party, to perform its obligations hereunder and thereunder, and to consummate the transactions contemplated hereby and thereby. The execution and delivery by Purchaser and HCCH of this Agreement, and the consummation of the transactions contemplated hereby, have been, and on the Closing Date, the execution and delivery by the Purchaser and HCCH of each of the Collateral Agreements to which they are a party will have been, duly authorized by all requisite corporate action. Purchaser and HCCH have duly executed and delivered this Agreement and on the Closing Date will have duly executed and delivered the Collateral Agreements to which they are a party. This Agreement is, and on the Closing Date each of the Collateral Agreements to which they are a party will be, valid and legally binding obligations of Purchaser and HCCH, enforceable against Purchaser and HCCH in accordance with their respective terms.
Corporate Status and Authorization. If CONTRACTOR is a corporation, the undersigned hereby represents and warrants that the corporation is duly incorporated and in good standing in the State of , and that , whose title is , is authorized to act for and bind the corporation.
Corporate Status and Authorization. The Corporation is duly incorporated, validly existing, organized and in good standing under the laws of the State of Delaware and has not been dissolved. The Corporation has the corporate power and capacity to own, operate or lease the properties and assets now owned, operated or leased by it and to carry on its business as it is currently conducted. The Corporation is duly licensed or registered to carry on business in each jurisdiction in which the properties owned or leased by it or the operation of its business as currently conducted makes such licensing or registration necessary, except where the failure to be so licensed or qualified would not have a Material Adverse Effect. All corporate actions taken by the Corporation in connection with this Agreement have been duly authorized.
