Formation and Power. Seller is a municipal corporation duly formed and existing under the laws of the State of Ohio, and has full right, power and authority to own the Transferred Assets, and to enter into this Agreement and perform all of its obligations with respect to the Transactions, except where the failure to have such right, power and authority would not have a material effect adverse to Seller’s right to consummate the Transactions.
Formation and Power. Parent is a corporation duly organized, validly existing and in good standing under the Laws of the State of Ohio with full power and authority to enter into this Agreement and perform all of its obligations hereunder.
Formation and Power. Each of the Company and the Subsidiaries has been duly incorporated, formed or organized, and validly exists as a corporation, partnership or limited liability company in good standing under the laws of its jurisdiction of incorporation, formation or organization. Each of the Company and the Subsidiaries has all requisite power and authority to carry on its business as it is currently being conducted and as described in the Registration Statement, the General Disclosure Package and the Prospectus, and to own, lease and operate its respective properties. Each of the Company and the Subsidiaries is duly qualified to do business and is in good standing as a foreign corporation, partnership or limited liability company in each jurisdiction in which the character or location of its properties (owned, leased or licensed) or the nature or conduct of its business makes such qualification necessary, except, in each case, for those failures to be so qualified or in good standing which (individually and in the aggregate) would not reasonably be expected to have a Material Adverse Effect.
Formation and Power. Buyer is a corporation duly formed, validly existing and in good standing under the laws of Delaware and has all requisite corporate power and authority to carry on its business as now conducted and is duly qualified or otherwise authorized to do business and is in good standing in each of the jurisdictions in which the ownership, operation or leasing of its properties and assets and the conduct of its business requires it to be so qualified or otherwise authorized.
Formation and Power. It is a corporation duly incorporated, validly existing and in good standing under the Laws of its jurisdiction of incorporation and has the corporate power and authority to enter into and perform its obligations under this Agreement and the other Transaction Documents.
Formation and Power. 20 (b) Due Execution.............................................. 20 (c) Due Authorization.......................................... 20 (d) No Conflicts or Defaults................................... 21 (e) Ownership of Property...................................... 21 (f) Accuracy of Financial Information.......................... 21 (g) Litigation................................................. 21 (h)
Formation and Power. Borrower is a limited partnership, duly ------------------- formed and validly existing under the laws of the State of Rhode Island and duly qualified to do business in and in good standing in the State of Illinois, with requisite power and authority to (i) incur the indebtedness evidenced by the Note; (ii) execute this Agreement and the other Loan Documents, and (iii) enter into any other instruments executed and delivered to Lender concurrently herewith.
Formation and Power. Authority for Agreement 4.3 No Violation to Result 4.4 Company Shares 4.5 Brokers 4.6 Disclosure
Formation and Power. If a Seller is a trust, such trust was duly formed as a trust and is validly existing under the laws of its jurisdiction of organization and such trust is qualified to do business and in good standing in each jurisdiction where the character or location of its assets or its properties owned, leased or operated by it, or the nature of its activities makes such qualification necessary. Such trust has full power and authority and all material licenses, permits and authorizations necessary to own and operate its properties, to conduct its business as conducted and to perform its obligations under contracts by which it is bound. The copies of such trust’s trust agreement or other formation documents, which have been furnished to the Buyer, reflect all amendments made thereto at any time prior to the date of this Agreement and are correct and complete. Such trust is not in default under or in violation of any provision of its respective trust agreement or other formation documents. Xxxxxx X. Xxxx and Xxxxxx X. Xxxx are the trustees of The Xxxxxx X. Xxxx Trust and have the power and authority to execute and deliver this Agreement and each other document contemplated hereby to which such trust is a party on behalf of such trust. Xxxxxx X. Xxxx is the sole trustee of The Xxxxxx X. Xxxx Trust and has the power and authority to execute and deliver this Agreement and each other document contemplated hereby to which such trust is a party on behalf of such trust.
Formation and Power. The Parent is a corporation duly incorporated, validly existing and in good standing under the Laws of the State of Delaware with full power and authority to enter into this Agreement and perform all of its obligations hereunder.