Organization and Good Standing of Seller. Seller is a corporation duly formed, validly existing and in good standing under the Laws of the State of Delaware.
Organization and Good Standing of Seller. The Seller is a company duly incorporated and organized (as applicable) and validly existing in good standing (as applicable) under its jurisdiction and in accordance with its Constitutional Documents, each as amended (as the case may be), and is in material compliance with all registrations and approval requirements of its place of incorporation.
Organization and Good Standing of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of California and has the power and authority to enter into this Agreement and the Exhibits hereto and to consummate all of the transactions contemplated hereby and thereby. All actions of Seller necessary for such execution, delivery and performance have been, or, as of the Closing Date, will have been duly taken.
Organization and Good Standing of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of Denmark.
Organization and Good Standing of Seller. Seller is an exempt company organized under the laws of the United States Virgin Islands, with full corporate power and authority and all licenses, permits and authorizations necessary to conduct its business as it is now being conducted, to own or use the properties and assets that it owns or uses, and to perform all its obligations. Seller is not in default or in violation of any provision of its charter or bylaws.
Organization and Good Standing of Seller. Seller is a ---------------------------------------- corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation and in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes qualification necessary, except for such failures to be so qualified and in good standing would not, individually or in the aggregate, prevent or materially delay the consummation of the transactions contemplated in this Agreement or the Ancillary Agreements, or otherwise prevent or materially delay Seller from performing its obligations under this Agreement or the Ancillary Agreements. Seller has all requisite corporate power and authority to carry on the Internet Appliance Business as now conducted and to enter into this Agreement and the Ancillary Agreements and the transactions contemplated hereby and thereby.
Organization and Good Standing of Seller. Seller is a limited partnership duly organized, validly existing and in good standing under the laws of the State of Delaware and is qualified to transact business and is in good standing as a foreign limited partnership in the jurisdictions where it is required to qualify in order to conduct its businesses as presently conducted except where the failure to be qualified would not have a Material Adverse Effect. Seller has the partnership power and authority to own, lease or operate all properties and assets now owned, leased or operated by it and to carry on its businesses as now conducted.
Organization and Good Standing of Seller. Seller is a limited liability company duly organized and validly existing under the laws of the State of Georgia. Seller has all of the requisite power and authority, licenses, permits and franchises to own, lease and operate its properties and assets (including the Purchased Assets) and to carry on the Business as currently conducted. Seller is qualified and in good standing to do business as a foreign limited liability company in each jurisdiction in which the property owned, leased or operated by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to so qualify will not have a material adverse effect on the Business or the Purchased Assets. Members hold all the existing ownership interests in Seller and own all of the outstanding ownership interests of Seller, free and clear of any liens, claims or encumbrances. Seller has provided certified copies of its Articles of Organization and limited liability company agreement, and any amendments thereto, as well as a Certificate of Good Standing from the Georgia Secretary of State.
Organization and Good Standing of Seller. Seller is a limited partnership company duly organized and validly subsisting under the laws of the Commonwealth of Pennsylvania
Organization and Good Standing of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and is qualified to transact business and is in good standing as a foreign corporation in the jurisdictions (which are listed in Appendix 3.l(A) to Seller's Disclosure Letter) where it is required to qualify in order to conduct its businesses as presently conducted except where the failure to be qualified would not have a Material Adverse Effect. Seller has the corporate power and authority to own, lease or operate all properties and assets now owned, leased or operated by it and to carry on its businesses as now conducted. Seller will, prior to Closing, deliver to Purchaser true and correct copies of the Articles of Incorporation and Bylaws of Seller.
