DUE INCORPORATION AND FORMATION. AUTHORIZATION OF AGREEMENTS; BINDING EFFECT. Such Party is a corporation or partnership, as the case may be, duly formed or organized, and validly existing under the laws of its state of incorporation or organization, and has the corporate or partnership authority to own its property and carry on its business as owned and carried on as of the Effective Date. Such Party is duly licensed or qualified to do business and is in good standing (if applicable) in each jurisdiction in which the failure to be so licensed or qualified would have a Material Adverse Effect on such Party. Such Party has the corporate or partnership authority to execute and deliver this Agreement, to perform its obligations hereunder, and to consummate the transactions contemplated hereby. This Agreement has been duly authorized, executed and delivered by such Party and this Agreement constitutes a legal, valid and binding obligation of such Party enforceable in accordance with its terms, subject as to enforceability to limits imposed by bankruptcy, insolvency or similar laws affecting creditors rights generally and the availability of equitable remedies. Attached hereto as SCHEDULE O are the (i) Articles and Bylaws of PathNet and (ii) a copy of a certificate of good standing of PathNet.
DUE INCORPORATION AND FORMATION it is duly incorporated and validly existing and in goodstanding under the laws of its country of incorporation and has power to carry on its business as it is now being conducted and to own its property and other assets;
DUE INCORPORATION AND FORMATION. Service Provider is a limited -------------------------------- liability company duly organized, validly existing and in good standing under the laws of (Georgia). Service Provider is qualified to do business and in good standing in every jurisdiction in which the Services are to be performed. Service Provider has the full power and authority to execute and deliver this agreement and to perform its obligations under this Agreement.
DUE INCORPORATION AND FORMATION. WAD is duly formed, validly existing and in good standing under the Laws of the State of Delaware, with all requisite power and authority to own, lease and operate its properties and to carry on the Business as they are now being owned, leased, operated and conducted. WAD is qualified to do business and is in good standing as a foreign partnership in each jurisdiction where the nature of the properties owned, leased or operated by it and the businesses and operations transacted by it require qualification, except where the failure to be so qualified would not have, individually or in the aggregate, a Material Adverse Effect. The States set forth on the WAD Disclosure Schedule are the only jurisdictions in which WAD is formed or qualified to do business. WAD has no Subsidiaries and has no investment in and does not hold any other direct or indirect economic, voting or management interest in any Person or directly or beneficially own any security issued by any other Person. Accurate and complete copies of the Certificate of Formation and the Agreement of Limited Partnership of WAD as currently in effect have been delivered to Products.
