Incorporation and Authority of Seller, HFSG and the Seller Parties. (a) Seller is a corporation duly incorporated, validly existing and in good standing under the Laws of the State of Delaware. HFSG is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Each other Seller Party is a corporation or other legal entity duly incorporated or organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporated or organized.
