Existence and Good Standing of Purchaser. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Texas. Purchaser has the power to own its properties and carry on its businesses as now being conducted. The Purchaser is duly qualified to do business in all jurisdiction(s) in which the character or location of the properties owned or leased by it or the nature of the businesses conducted by it makes such qualification necessary, except where the failure to be so qualified would not have a Material Adverse Effect on the Purchaser.
Existence and Good Standing of Purchaser. Purchaser is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or formation, as the case may be.
Existence and Good Standing of Purchaser. Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware.
Existence and Good Standing of Purchaser. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and SkyLynx is a corporation duly organized, validly existing and in good standing under the laws of the State of Colorado, and Purchaser and SkyLynx each has all requisite corporate power and authority to own, lease and operate its properties and to carry on their respective business as now being conducted.
Existence and Good Standing of Purchaser. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the Commonwealth of Pennsylvania.
Existence and Good Standing of Purchaser. Power and --------------------------------------------------- Authority. Purchaser is a corporation duly organized, validly existing and in --------- good standing under the laws of the Commonwealth of Pennsylvania. Purchaser has the corporate power and authority to enter into, execute and deliver this Agreement and to perform its obligations hereunder. The execution and delivery of this Agreement by Purchaser and the performance by Purchaser of its obligations hereunder has been duly authorized and approved by all required corporate action of Purchaser and no other corporate action on the part of Purchaser is necessary to authorize the execution, delivery and performance of this Agreement. This Agreement has been duly executed and delivered by Purchaser and, assuming the due execution and delivery hereof by each other party hereto, this Agreement constitutes a valid and binding obligation of Purchaser, enforceable against Purchaser in accordance with its terms, except to the extent that its enforceability may be subject to applicable bankruptcy, insolvency, reorganization, moratorium or similar laws effecting the enforcement of creditors' rights generally and to general equitable principles.
Existence and Good Standing of Purchaser. Authorization. -------------------------------------------------------
(a) Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.
(b) Purchaser has 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, delivery and performance of this agreement by Purchaser, and the consummation by it of the transactions contemplated hereby, have been duly authorized and approved by its Board of Directors and no other corporate or shareholder action on the part of Purchaser or its shareholders is necessary to authorize the executed, delivery and performance of this Agreement by Purchaser and the consummation of the Sale and the other transactions contemplated hereby. This Agreement has been duly executed and delivered by Purchaser and, assuming the due execution of this Agreement by Seller, is a valid and binding obligation of Purchaser enforceable against Purchaser in accordance with its terms, except to the extent that its enforceability may be subject to applicable bankruptcy, insolvency, reorganization and similar laws affecting the enforcement of creditors' rights generally and to general equitable principles.
Existence and Good Standing of Purchaser. Power and --------------------------------------------------- Authority. Purchaser is a corporation duly organized, validly existing and in --------- good standing under the Laws of the State of Delaware. Purchaser has all requisite corporate power and authority to execute and deliver this Agreement and the other instruments and agreements to be executed and delivered by Purchaser as contemplated hereby. Purchaser has all requisite corporate power and authority to consummate the transactions contemplated hereby and thereby, including the purchase of the Shares pursuant to this Agreement. The execution, delivery and performance of this Agreement, and all other instruments and agreements to be executed and delivered by Purchaser as contemplated hereby, and the consummation of the transactions contemplated hereby and thereby, have been duly authorized by Purchaser's Board of Directors and no other corporate or stockholder action on the part of Purchaser or its stockholders is necessary to authorize the execution, delivery and performance of this Agreement and such other instruments and agreements by Purchaser and the consummation of the transactions contemplated hereby and thereby. This Agreement and all other instruments and agreements to be executed and delivered by Purchaser as contemplated hereby, when delivered in accordance with the terms hereof, assuming the due execution and delivery of this Agreement and each such other document by the other parties hereto and thereto, shall have been duly executed and delivered by Purchaser and shall be legal, valid and binding obligations of Purchaser, enforceable against Purchaser in accordance with their terms, except to the extent that their enforceability may be subject to applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting the enforcement of creditors' rights generally and to general equitable principles.
Existence and Good Standing of Purchaser. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Texas.
Existence and Good Standing of Purchaser. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Acquisition Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of California. Purchaser and Acquisition Sub each has the corporate power and authority to make, execute, deliver and perform this Agreement and the transactions contemplated hereby, and this Agreement has been duly authorized and approved by all required corporate action of Purchaser and Acquisition Sub. This Agreement is a valid and binding obligation of each of Purchaser and Acquisition Sub enforceable against Purchaser and Acquisition Sub in accordance with its terms except to the extent that enforceability may be limited by applicable bankruptcy, reorganization, insolvency, moratorium or other laws affecting the enforcement of creditors' rights in general and except that the availability of equitable remedies, including specific performance, is subject to the discretion of the court before which any proceeding therefor may be brought.
