Due Organization, Existence and Authority of City Sample Clauses

Due Organization, Existence and Authority of City. The City represents that the City is a body corporate and politic and a political subdivision of the State of Kansas (the “State”), and has, and at the Closing Date the City covenants that it will have, full legal right, power and authority (i) to enter into this Bond Purchase Agreement, the Trust Indenture, and the Infrastructure, Development and Indemnity Agreement, dated the Closing Date (the “Infrastructure, Development and Indemnity Agreement”), between the City, the Owner, the Developer and Tallgrass Creek, Inc., a Maryland non-stock corporation (“Tallgrass Creek”); (ii) to issue, sell and deliver the Bonds to the Underwriter as provided herein; (iii) to carry out and consummate the transactions on its part contemplated by the Authorizing Actions; and (iv) to carry out and consummate the transactions on its part contemplated by this Bond Purchase Agreement, the Limited Offering Memorandum, the Trust Indenture, and the Infrastructure, Development and Indemnity Agreement (collectively, the “City Documents”).
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Due Organization, Existence and Authority of City. The City is a general law city duly organized and validly existing under the Constitution and laws of the State. The City Council has duly authorized the issuance and sale of the Reassessment Bonds pursuant to Resolution adopted by the City Council on June 13, 2016 (the “Resolution”). The City has, and at the Closing Date will have, full legal right, power and authority (i) to enter into, execute, deliver and perform its obligations under this Purchase Agreement and the rest of the City Documents, (ii) to issue, sell and deliver the Reassessment Bonds to the Authority pursuant to the Fiscal Agent Agreement and as provided herein, and (iii) to carry out, give effect to and consummate the transactions on its part contemplated by the City Documents and the Fiscal Agent Agreement.

Related to Due Organization, Existence and Authority of City

  • Organization and Authority The Subscriber is a Delaware limited liability company, validly existing and in good standing under the laws of Delaware and possesses all requisite power and authority necessary to carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement is a legal, valid and binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).

  • Corporate Existence and Authority The Assuming Institution (i) is duly organized, validly existing and in good standing under the laws of its Chartering Authority and has full power and authority to own and operate its properties and to conduct its business as now conducted by it, and (ii) has full power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The Assuming Institution has taken all necessary corporate action to authorize the execution, delivery and performance of this Agreement and the performance of the transactions contemplated hereby.

  • Existence and Power The Seller is a limited liability company validly existing and in good standing under the laws of the State of Delaware and has, in all material respects, all power and authority required to carry on its business as it is now conducted. The Seller has obtained all necessary licenses and approvals in each jurisdiction where the failure to do so would materially and adversely affect the ability of the Seller to perform its obligations under the Transaction Documents or affect the enforceability or collectibility of the Receivables or any other part of the Transferred Assets.

  • Corporate Existence and Power It is a company or corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction in which it is incorporated, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as contemplated in this Agreement, including the right to grant the licenses granted by it hereunder.

  • Due Organization and Existence The District is a school district, duly organized and existing under the Constitution and laws of the State of California.

  • Organization and Power The Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

  • Organization and Good Standing Seller has been duly organized and is validly existing as a corporation in good standing under the laws of the State of Delaware, with power and authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to acquire, own and sell the Receivables and the Other Conveyed Property to be transferred to Purchaser.

  • Organization; Power and Authority The Company is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation, and is duly qualified as a foreign corporation and is in good standing in each jurisdiction in which such qualification is required by law, other than those jurisdictions as to which the failure to be so qualified or in good standing could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company has the corporate power and authority to own or hold under lease the properties it purports to own or hold under lease, to transact the business it transacts and proposes to transact, to execute and deliver this Agreement and the Notes and to perform the provisions hereof and thereof.

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