Organization and Good Standing; Ownership. It has been duly organized and is validly existing as a corporation in good standing under the laws of the State of its incorporation, with power and authority to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted. It had at all relevant times, and now has, all necessary power, authority, and legal right to create and own the Receivables and Related Rights.
Organization and Good Standing; Ownership. Seller is a corporation validly organized, existing, in good standing and qualified to do business under the laws of the State of South Carolina. Seller has all requisite power and authority to own, operate and lease the Acquired Assets and carry on the business of the Station as it is now being conducted. Seller has paid (or shall pay when due) all franchise and similar fees imposed by the State of South Carolina.
Organization and Good Standing; Ownership. It has been duly organized and is validly existing as a corporation in good standing under the laws of the Commonwealth of Virginia, with power and authority to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted. The Seller had at all relevant times, and now has, all necessary corporate power and authority to acquire and own the Pool Receivables and Related Assets.
Organization and Good Standing; Ownership. Each Transaction Party has been duly organized and is validly existing as a corporation in good standing under the laws of the state of its incorporation, with the corporate power and authority to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted. Transferor had at all relevant times, and now has, all necessary power, authority, and legal right to acquire and own the Pool Receivables and Related Assets.
Organization and Good Standing; Ownership. It has been duly organized and is validly existing as a corporation in good standing under the laws of the State of its incorporation, with power and authority to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted. The Seller had at all relevant times, and now has, all necessary power, authority, and legal right to acquire and own the Pool Receivables and Related Assets. The Originators, Armsxxxxx xxx Heatcraft Technologies own directly all the issued and outstanding capital stock of the Seller.
Organization and Good Standing; Ownership. Its jurisdiction of organization is correctly set forth in the preamble to this Agreement. It is duly organized and is a "registered organization" as defined in the UCC under the laws of that jurisdiction and no other state or jurisdiction, and such jurisdiction must maintain a public record showing the organization to have been organized. It is validly existing as a corporation in good standing under the laws of its state of organization, with power and authority to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted. The Seller had at all relevant times, and now has, all necessary power, authority, and legal right to acquire and own the Pool Receivables and Related Assets. The Originators own directly all the issued and outstanding capital stock of the Seller.
Organization and Good Standing; Ownership. (a) (i) Advisor is a limited partnership duly organized, validly existing and in good standing under the laws of Delaware; (ii) RCC and the Property Manager are general partnerships duly organized, validly existing and in good standing under the laws of New York and Florida, respectively.
(b) Each Seller has full power and authority to conduct its business as now conducted and to own or lease and operate the assets and properties now owned or leased and operated by it. Each Seller is duly qualified to do business and is in good standing in each jurisdiction in which the nature of its business or the character of its properties requires such qualification except where the failure to be so qualified would not have a material adverse effect on the business of the Property Manager or the Purchased Assets or on the ability of Sellers to consummate the transactions contemplated hereby.
Organization and Good Standing; Ownership. Each Seller Party's jurisdiction of organization is correctly set forth in the preamble to this Agreement. Each Seller Party is duly organized and is validly existing as a corporation in good standing under the laws of such jurisdiction and is a "registered organization" as defined in the UCC in effect in such jurisdiction, with power and authority to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted. The Seller had at all relevant times, and now has, all necessary power, authority, and legal right to acquire and own the Pool Receivables and Related Assets. Collectively, the Originators own 100% of all the issued and outstanding capital stock of the Seller.
Organization and Good Standing; Ownership. Its jurisdiction of organization is correctly set forth in the Schedule 5.1(a). It is duly organized and is a "registered organization" as defined in the UCC under the laws of that jurisdiction and no other state or jurisdiction, and such jurisdiction must maintain a public record showing the organization to have been organized. It is validly existing as a corporation in good standing under the laws of its state of organization, with power and authority to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted.
Organization and Good Standing; Ownership. The Company and each of its subsidiaries have been duly organized and are validly existing and in good standing under the laws of their respective jurisdictions of organization, are duly qualified to do business and are in good standing in each jurisdiction in which their respective ownership or lease of property or the conduct of their respective businesses requires such qualification, and have all power and authority necessary to own or hold their respective properties and to conduct the businesses in which they are engaged, except where the failure to be so qualified or in good standing or have such power or authority would not, individually or in the aggregate, have a material adverse effect on the business, properties, management, financial position, stockholders’ equity, results of operations or prospects of the Company and its subsidiaries taken as a whole or on the performance by the Company and the Guarantors of their obligations under this Agreement, the Securities and the Guarantees (a “Material Adverse Effect”). The subsidiaries listed in Schedule 3 to this Agreement are the only direct or indirect, wholly-owned subsidiaries of the Company. The Company does not own or control, directly or indirectly, equity securities in any corporation, association or other entity other than (i) 100% equity interests in the subsidiaries listed in Schedule 3 to this Agreement and (ii) a 50% equity interest in Wildcat Permian Services, LLC, a Texas limited liability company.
