Common use of Organization and Good Standing Clause in Contracts

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the ReceivablesReceivables and to perform its obligations under and consummate the transactions contemplated by the Basic Documents.

Organization and Good Standing. The Purchaser is shall have been duly organized and shall be validly existing as a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has with power and authority to own its properties and to conduct its business as such properties are shall be currently owned and such business is presently conducted, and had at all relevant times, and shall now have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser has been duly organized and is validly existing as a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has with the power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall havehas, the power, authority and legal right to acquire, acquire and own and sell the Receivables.

Organization and Good Standing. The Purchaser has been duly organized and is a limited liability company duly organized, validly existing and in good standing as a limited liability company under the laws of the State of Delaware, and has with the power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently currently conducted, and had at all relevant times, and shall havehas, full power, authority and legal right to acquire, acquire and own the Railcars and sell the ReceivablesLeases Conveyed hereunder.

Organization and Good Standing. The Purchaser has been duly organized and is a limited liability company duly organized, validly existing and in good standing as a limited liability company under the laws of the State of DelawareDelaware or such other jurisdiction as permitted under the terms of the Transaction Documents, and has with the power and authority to own or lease its properties and to conduct its business as such properties are currently owned and such business is presently currently conducted, and had at all relevant times, and shall havehas, all necessary power, authority and legal right to acquire, acquire and own and sell the ReceivablesSale Portfolio.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Nebraska and has full power and authority to own its properties and to conduct its business as such properties are currently presently owned and such business is presently conductedconducted and to execute, deliver and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell perform its obligations under the ReceivablesPurchaser Documents.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite limited liability company power and authority to own own, lease and operate its properties and to conduct carry on its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesbusiness.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has full power and authority to own its properties and to conduct its business as such properties are currently presently owned and such business is presently conductedconducted and to execute, deliver and had at all relevant times, perform its obligations under this Agreement and shall have, power, authority and legal right to acquire, own and sell the ReceivablesConveyance Papers.

Organization and Good Standing. The Purchaser is a limited liability company corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has full power and authority to own its properties and to conduct carry on its business as such it is now being conducted and to own or hold under lease the properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.it now owns or holds under lease 5.2

Organization and Good Standing. The Purchaser is a limited liability company duly organized, formed and validly existing and in good standing under the laws of the State of Delaware, and has has, in all material respects, full power and authority to own its properties and to conduct its business as such properties are currently presently owned and such business is presently conducted, and had at all relevant timesto execute, deliver and shall have, power, authority and legal right to acquire, own and sell the Receivablesperform its obligations under this Agreement.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, jurisdiction in which it is formed and has the requisite power and authority to own own, lease and operate its properties and to conduct carry on its business as such properties are currently owned and such business it is presently now being conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser has been duly formed and is validly existing as a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has with power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall havehas, power, authority and legal right to acquire, own and sell purchase the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite limited liability company power and authority to own its own, lease and operate properties and to conduct carry on its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell business. The Purchaser was formed solely for the Receivablespurpose of engaging in the transactions contemplated by this Agreement.

Organization and Good Standing. The Purchaser is a limited liability company duly organizedformed, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite limited liability company power and authority to own own, lease and operate its properties and to conduct carry on its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesbusiness.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has, and has in all material respects, full power and authority to own its properties and to conduct its business as such properties are currently presently owned or conducted and such business is presently conductedto execute, deliver and had at all relevant times, perform its obligations under this Agreement and shall have, power, authority and legal right to acquire, own and sell the Receivables.Conveyance Papers. (b)

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has with full corporate power and authority to own its properties and to conduct its business as such properties are currently owned and such business it is presently now conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, corporation validly existing and in good standing under the laws of the State of Delaware, Delaware and has full corporate power and authority to own its properties and to conduct its business as such it is now being conducted and to own, operate or lease the properties are and assets it currently owned owns, operates or holds under lease and such is duly qualified to do business and is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell in good standing in the ReceivablesState of Maryland.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has full power and authority to own own, operate and lease its properties and to conduct carry on its business as such properties are currently owned and such business is presently now conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, organized and validly existing and in good standing under the laws of the State of DelawareDelaware and has, and has in all material respects, full power and authority to own its properties as such properties are presently owned and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant timesto execute, deliver and shall have, power, authority perform its obligations under this Agreement and legal right to acquire, own and sell the Receivableseach Supplemental Conveyance.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite limited liability company power and authority to own own, lease and operate its properties and to conduct carry on its business as such properties are currently owned and such business is presently now conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing existing, and in good standing (a) under the laws Laws of the State state of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.Delaware and

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws Laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, organized and validly existing and in good standing under the laws of the State of Delaware, Delaware and has power full power, authority and authority legal right to own its properties and to conduct its business as such properties are currently at present owned and such business is presently at present conducted, and had at all relevant timesto execute, deliver and shall have, power, authority and legal right to acquire, own and sell the Receivablesperform its obligations under this Agreement.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite corporate power and authority to own its own, lease and operate properties and to conduct carry on its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesbusiness.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing formed under the laws of the State of Delaware, validly existing and in good standing under Delaware law and has power full power, authority and authority the legal right to own its properties and to conduct its business as such properties are currently owned and such business is presently now conducted, and had at all relevant timesto execute, deliver and shall have, power, authority and legal right to acquire, own and sell the Receivablesperform its obligations under this Agreement.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, corporation validly existing and in good standing under the laws of the State of Delaware, Delaware and has full power and authority to own its properties and to conduct its business as such properties are currently presently owned and such business is presently conductedconducted and to execute, deliver and had at all relevant times, perform its obligations under this Agreement and shall have, power, authority and legal right to acquire, own and sell the ReceivablesConveyance Papers.

Organization and Good Standing. The Purchaser is a limited liability company duly organizedincorporated, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite limited liability company power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently heretofore conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company partnership duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite power and authority to own its own, lease and operate properties and to conduct carry on its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesbusiness.

Organization and Good Standing. The Purchaser is a limited liability company company, duly organized, validly existing and in good standing under the laws Laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.. Section 5.02

Organization and Good Standing. The Purchaser is a limited liability company duly organized, organized and validly existing and as a corporation in good standing under the laws of the State of Delaware, and has with the corporate power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall havehas, the corporate power, authority and legal right to acquireacquire and own the Receivables and the other Transferred Property and to convey the Receivables and the other Transferred Property to the Issuer pursuant to the Trust and Servicing Agreement, own and sell to perform its other obligations under this Agreement and the ReceivablesTrust and Servicing Agreement.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has power and authority is qualified to own its properties and to conduct its transact business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell in the ReceivablesState of Florida.

Organization and Good Standing. The Purchaser is a limited liability company duly organizedformed, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite power and authority to own own, lease and operate its properties and properties, to conduct carry on its business as such properties are currently owned now conducted and such business is presently conducted, to perform its obligations under this Agreement and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the ReceivablesPurchaser Documents.

Organization and Good Standing. The Purchaser is duly organized and validly existing as a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has with the power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall havehas, the power, authority and legal right to acquireacquire and own, own and sell the ReceivablesTransferred Media Assets.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws Laws of the State of Delaware. As of the Applicable Time, each Designated Affiliate will be duly organized, validly existing and has power and authority to own in good standing under the Laws of the applicable jurisdiction of its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesorganization.

Organization and Good Standing. The Purchaser is a duly organized and validly existing limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite company power and authority to own for the ownership and operation of its properties and to conduct for the carrying on of its business as such properties are currently owned now conducted and such business is presently as now proposed to be conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a [corporation/limited liability company company] duly organized, validly existing and in good standing under the laws of the State of Delaware, and . The Purchaser has the requisite company power and authority to own execute and deliver this Agreement to be executed by it, to perform its properties obligations hereunder and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell consummate the Receivablestransactions contemplated hereby.

Organization and Good Standing. The Purchaser is a limited liability company partnership duly organized, validly existing and in good standing under the laws Laws of the State of Delaware, Delaware and has all requisite limited partnership power and authority to own own, lease and operate its properties and to conduct assets and carry on its business as such properties are currently owned and such business is presently now being conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a Delaware limited liability company duly organized, validly existing and in good standing formed under the laws of the State of Delaware, Delaware and has all requisite limited liability company power and authority to own its own, lease and operate properties and to conduct carry on its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesbusiness.

Organization and Good Standing. The Purchaser is a limited liability company ------------------------------ corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and has all requisite corporate power and authority to own its properties and to conduct carry on its business as it is now being conducted. Purchaser is duly qualified or authorized to do business as a foreign corporation and in good standing under the laws of each jurisdiction in which the conduct of its business or the ownership of its properties requires such properties are currently owned and such business is presently conductedqualification or authorization, and had at all relevant times, and shall have, power, authority and legal right except where the failure to acquire, own and sell the Receivablesso qualify would not have a Material Adverse Effect on Purchaser.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws Laws of the State of Delaware, Delaware and has all requisite limited liability company power and authority to own own, lease and operate its properties and to conduct carry on its business as such properties are currently owned and such business is presently now conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has with all requisite limited liability company power and authority to own own, lease and operate its properties and to conduct carry on its business as such properties are currently owned and such business is presently now being conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organizedcompany, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite power and authority to own own, lease and operate its properties and to conduct carry on its business as such business. Parent is a corporation, validly existing and in good standing under the laws of the State of Delaware and has all requisite power and authority to own, lease and operate its properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablescarry on its business.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws Laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and . Purchaser has all requisite limited liability company power and authority to own its properties the Interests and to conduct carry on its business as such properties are in a manner similar to that currently owned and such business is presently conducted, except where the failure to have such power and had at all relevant timesauthority would, and shall haveor would be reasonably expected to, power, authority and legal right to acquire, own and sell the Receivableshave a Purchaser Material Adverse Effect.

Organization and Good Standing. The Purchaser is a Delaware limited liability company duly organized, validly existing existing, and in good standing under the laws of the State jurisdiction of Delawareits formation, and has power full power, authority and authority legal right to own or lease its properties and to conduct its business as such properties are currently owned and such business is presently conducted, conducted and had at all relevant times, and shall have, now has all necessary power, authority and legal right to acquire, own and sell pledge the ReceivablesConveyed Property.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws Laws of the State of Delaware, Delaware and has all requisite limited liability company power and authority to own its own, lease and operate properties and to conduct carry on its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesbusiness.

Organization and Good Standing. The Purchaser is a limited liability company duly organizedformed, validly existing and in good standing under the laws of the State of Delaware, Delaware and has full power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently owned or conducted, and had at all relevant times, has the power and shall have, power, authority to acquire and legal right to acquire, own and sell the ReceivablesSale Assets.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State state of Delaware, Delaware and has the requisite limited liability company power and authority to own own, lease and operate its properties and to conduct carry on its business as such properties are currently owned and such business is presently now conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite corporate power and authority to own its own, lease and operate properties and to conduct carry on its business as such properties are currently owned and such business is presently now conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and . Purchaser has all requisite limited liability company power and authority to own its properties the Interests and to conduct carry on its business as such properties are in a manner similar to that currently owned and such business is presently conducted, except where the failure to have such power and had at all relevant timesauthority would, and shall haveor would be reasonably expected to, power, authority and legal right to acquire, own and sell the Receivables.have a Purchaser Material Adverse Effect. Section 5.2

Organization and Good Standing. The Purchaser is a limited liability company corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and has the power and authority to own conduct all of the activities conducted by it and is in good standing as a foreign corporation in each other jurisdiction where the properties owned, leased or operated or the business conducted by it requires such qualification, except where the failure to so qualify would not materially adversely affect its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesbusiness.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has power and authority to own its properties and to in each jurisdiction where the conduct of its business as requires such properties are currently owned and such business license, qualification or good standing, except where the failure to be so licensed or qualified or in good standing would not have a material adverse effect the ownership or use of its assets, the validity or enforceability of the Transaction Documents to which it is presently conducteda party, and had at all relevant times, and shall have, power, authority and legal right or the ability of the Purchaser to acquire, own and sell the Receivablesperform its obligations hereunder or thereunder.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State state of Delaware, and has the requisite power and authority to own its properties and to conduct carry on its business as such properties are currently owned and such business it is presently now being conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite corporate power and authority to own its own, lease and operate properties and to conduct carry on its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesbusiness.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and . Purchaser has the requisite power and full authority to own its properties and to conduct its business as such properties are currently owned and such business it is presently conducted, being conducted and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell lease its properties and assets. Capitol C Restaurants is qualified to do business in the ReceivablesDistrict of Columbia.

Organization and Good Standing. The Purchaser is a limited liability company corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and has power and authority is entitled to own or lease its properties and to conduct carry on its business as and in the places where such properties are currently owned now owned, leased, or operated and such business is presently now conducted, . Purchaser is duly licensed or qualified and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell in good standing as a foreign corporation where the Receivablescharacter of the properties owned by Purchaser or the nature of the business transacted by it make such license or qualification necessary.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has full power and authority to own carry on its properties and businesses as now conducted. Purchaser is duly qualified or licensed to conduct its do business as a foreign corporation in each jurisdiction in which it is required to be so qualified or licensed, except in such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right jurisdictions in which failure to acquire, own and sell the Receivablesbe so qualified or licensed would not have a Material Adverse Effect on Purchaser.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite limited liability company power and authority to own its own, lease and operate properties and to conduct carry on its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesbusiness.

Organization and Good Standing. The Purchaser is a limited liability company corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite corporate power and authority to own or hold under lease its properties and assets and to conduct carry on its business as such properties are currently owned and such business is now being conducted or as presently proposed to be conducted, and had at all relevant times, is duly qualified and shall have, power, authority and legal right to acquire, own and sell in good standing as a foreign corporation in each jurisdiction where the Receivablesnature of the property owned or leased or the business transacted by it makes such qualification necessary.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State Commonwealth of Delaware, and has Pennsylvania with power and authority to own its properties and to conduct its business as such properties are shall be currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws Laws of the State of Delaware, and has with full organizational power and authority to own its properties enter into this Agreement and each of the Purchaser Documents to which it is or will be a party, and to conduct perform its business as such properties are currently owned obligations hereunder and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesthereunder.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws Laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Each Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite limited liability company power and authority to own own, lease and operate its properties and to conduct carry on its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesbusiness.

Organization and Good Standing. The Purchaser is a limited liability company corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware, and has full corporate power and authority to own its properties and to conduct its business as it is now being conducted. The Purchaser is duly qualified to do business as a foreign corporation and is in good standing under the laws of each state or other jurisdiction in which either the ownership or use of properties owned or used by it, or the nature of the activities conducted by it, requires such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesqualification.

Organization and Good Standing. The Purchaser is a limited liability company partnership duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite partnership power and authority to own own, lease and operate its properties and properties, to conduct carry on its business as such properties are currently owned and such business is presently now conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company corporation or other legal entity duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite corporate power and authority to own own, lease and operate its properties and properties, to conduct carry on its business as such properties are currently owned now conducted and such business is presently conducted, to perform its obligations under this Agreement and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the ReceivablesPurchaser Documents.

Organization and Good Standing. The Purchaser is a limited liability company duly organizedformed, validly existing and in good standing under the laws of the State of Delaware, Delaware and has the organizational power and authority to own its properties assets and to conduct its transact the business as such properties are in which it is currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesengaged.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, organized under the laws of the State of Delaware and is validly existing as a limited liability company and is in good standing under the laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company corporation duly organized, organized and validly existing and in good standing under the laws of the State of DelawareDelaware and has, and has in all material respects, full power and authority to own its properties and to conduct its business as such properties are currently presently owned or conducted and such business is presently conductedto execute, deliver and had at all relevant times, perform its obligations under this Agreement and shall have, power, authority and legal right to acquire, own and sell the ReceivablesConveyance Papers.

Organization and Good Standing. The Purchaser is a limited ------------------------------ liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a corporation duly incorporated and validly existing under the laws of the State of Delaware and Seller is a limited liability company duly organized, organized and validly existing and in good standing under the laws of the State of Delaware, and . Each party has all requisite power and authority to own execute and deliver and perform its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesobligations under this Agreement.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing organized and in good standing under the laws Laws of the State of Delaware, and has power and all requisite authority to own its properties and to conduct carry on its business as such properties currently conducted and Purchaser is duly qualified and licensed and possesses all respective licenses, franchises, permits and other governmental authorizations to carry on its businesses as they are currently owned and such business is presently now being conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

Organization and Good Standing. The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws Laws of the State of Delaware, Delaware and has all requisite limited liability company power and authority to own own, lease and operate its properties and to conduct carry on its business as such properties are currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesbusiness.

Organization and Good Standing. The Purchaser is a limited liability company corporation duly organized, organized and validly existing and in good standing under the laws of the State of DelawareDelaware and has, and has in all material respects, full power and authority to own its properties and to conduct its business as such properties are currently presently owned and such business is presently conductedconducted and to execute, deliver and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivablesperform its obligations under this Agreement.