Existence and Capacity. Buyer is a corporation, duly organized and validly existing in good standing under the laws of the State of Delaware. Buyer has the requisite power, authority and legal right to enter into this Agreement, to perform its obligations hereunder, and to conduct its business as now being conducted.
Existence and Capacity. Seller is a for-profit corporation, duly organized and validly existing in good standing under the laws of the State of Tennessee and validly qualified as a foreign corporation, in good standing, under the laws of the State of Georgia. Seller has the requisite power and authority to enter into this Agreement, to perform its obligations hereunder and to conduct its business as now being conducted.
Existence and Capacity. 1.1. The Seller has sufficient legal capacity to execute this Agreement and to perform the obligations deriving therefrom. The Seller’s representative is acting in accordance with powers of attorney which grant sufficient power and authority to enter into this Agreement.
1.2. This Agreement, when executed, will create valid and binding obligations on the Seller, fully enforceable against the Seller in accordance with its own terms and conditions.
1.3. The Seller has obtained all approvals, permits and authorizations necessary to enter into this Agreement and to perform the obligations deriving therefrom.
1.4. The Seller (a) has not been declared insolvent or bankrupt and no action or request is pending to declare it insolvent or bankrupt, (b) has not filed for insolvency or bankruptcy, and (c) is not insolvent, bankrupt, unable to pay its debts when an as they fall due or in the process of dissolution, liquidation, compulsory administration, recovery or suspension of payments.
1.5. The Seller has sufficient legal capacity to execute and perform the obligations deriving from this Agreement.
Existence and Capacity. 2.1. The Purchaser has sufficient legal capacity to execute this Agreement and to perform the obligations deriving therefrom. The Purchaser’s representative is acting in accordance with powers of attorney which grant sufficient power and authority to enter into this Agreement.
2.2. This Agreement, when executed, will create valid and binding obligations on the Purchaser, fully enforceable against the Purchaser in accordance with its own terms and conditions.
2.3. The Purchaser has obtained all approvals, permits and authorizations necessary to enter into this Agreement and to perform the obligations deriving therefrom.
2.4. The Purchaser (a) has not been declared insolvent or bankrupt and no action or request is pending to declare it insolvent or bankrupt, (b) has not filed for insolvency or bankruptcy, and (c) is not insolvent, bankrupt, unable to pay its debts when an as they fall due or in the process of dissolution, liquidation, compulsory administration, recovery or suspension of payments.
2.5. The Purchaser has sufficient legal capacity to execute and perform the obligations deriving from this Agreement.
Existence and Capacity. Each Seller is a corporation or limited liability company, duly organized and validly existing in good standing under the laws of the state of its formation. Each Seller has the requisite power and authority to conduct its business as now being conducted. CHS is a corporation, duly organized and validly existing in good standing under the laws of the State of Delaware. CHS has the requisite power and authority to enter into this Agreement, to perform its obligations hereunder and to conduct its business as now being conducted.
Existence and Capacity. Each Seller is a limited liability company or corporation, duly organized and validly existing in good standing under the laws of its state of organization. Each of Sellers has the requisite power and authority to enter into this Agreement and to perform its obligations hereunder. Each Seller has the requisite power and authority to conduct its business as it is now being conducted.
Existence and Capacity. Seller is a corporation, duly organized, validly existing and in good standing under the laws of the State of Delaware. Seller has all requisite corporate power and authority to execute and deliver this Agreement, perform its obligations hereunder, consummate the transactions contemplated hereby, and conduct its business as now being conducted.
Existence and Capacity. Buyer is a corporation, duly organized and validly existing in good standing under the laws of the State of Tennessee. Buyer has the requisite power and authority to enter into this Agreement, to perform its obligations hereunder, and to conduct its business as now being conducted. Buyer Guarantor is a corporation, duly organized and validly existing in good standing under the laws of the State of Florida. Buyer Guarantor has the requisite power and authority to enter into this Agreement, to perform its obligations hereunder, and to conduct its business as now being conducted.
Existence and Capacity. Buyer is a non-profit corporation, duly organized and validly existing in good standing under the laws of the State of North Carolina. Xxxxx has the requisite power and authority to enter into this Agreement, to perform its obligations hereunder, and to conduct its business as now being conducted. Each Buyer Entity is a North Carolina limited liability company, duly organized and validly existing in good standing under the laws of the State of North Carolina. Each Buyer Entity has the requisite power and authority to conduct its business as now being conducted.
Existence and Capacity. 37 4.2. Powers; Consents; Absence of Conflicts With Other Agreements, Etc.... 37 4.3. Binding Agreement.................................................... 38 4.4. Availability of Funds................................................ 38 4.5. Legal Proceedings.................................................... 38 4.6. Solvency............................................................. 38 4.7. Full Disclosure...................................................... 39 4.8. Buyer's Knowledge.................................................... 39
