Common use of Organization and Standing of Buyer Clause in Contracts

Organization and Standing of Buyer. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Broadway & Seymour Inc), Asset Purchase Agreement (Ambassadors International Inc)

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Organization and Standing of Buyer. Buyer is a corporation duly organized, validly existing and in good standing under the laws of Delaware. Buyer has full power and authority to own and lease its property in the State conduct of Delawareits business.

Appears in 1 contract

Samples: Assets Purchase Agreement (Papa Johns International Inc)

Organization and Standing of Buyer. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State state of Delaware.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cincinnati Bell Inc)

Organization and Standing of Buyer. The Buyer is a corporation ------------ --- -------- -- ----- duly organized, validly existing and in corporate good standing under the laws of the State of Delaware. The Buyer has full corporate power and authority enter into the Acquisition Agreements and to consummate the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Morrison Knudsen Corp//)

Organization and Standing of Buyer. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has the authority to engage in the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Corporate Resource Services, Inc.)

Organization and Standing of Buyer. Buyer is a corporation duly organizedincorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power and authority to carry on its business as currently conducted by it.

Appears in 1 contract

Samples: Asset Purchase Agreement (Viewcast Com Inc)

Organization and Standing of Buyer. The Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Buyer has full power and authority under its Certificate of Incorporation and by-laws and applicable laws to execute and deliver this Agreement and the Escrow Agreement and to consummate the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (VI Acquisition Corp)

Organization and Standing of Buyer. The Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of the State state of Delaware. The buyer has full power and authority under its charter documents and Bylaws and applicable laws to execute and deliver this Agreement and to consummate the transactions contemplated hereby, and this Agreement has been duly executed and delivered by the Buyer and constitutes the legal, valid, and binding obligation of the Buyer, enforceable against the Buyer in accordance with its terms.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Sandridge Energy Inc)

Organization and Standing of Buyer. Buyer is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of Delaware, is duly qualified to transact business in the State of Delaware, and has all requisite corporate power and authority to execute, deliver, and perform this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Adelphia Communications Corp)

Organization and Standing of Buyer. Buyer is a corporation duly organizedincorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and has full corporate power and authority to carry on its business and operations as currently conducted.

Appears in 1 contract

Samples: Stock Purchase Agreement (Homecom Communications Inc)

Organization and Standing of Buyer. The Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State Laws of Delaware. The Buyer has full power and authority under its Certificate of Incorporation and by-laws (or equivalent governing documents) and applicable laws to execute and deliver this Agreement and to consummate the transactions contemplated hereby.

Appears in 1 contract

Samples: Unit Purchase Agreement (WebMD Health Corp.)

Organization and Standing of Buyer. The Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power and authority to enter into this Agreement and the Escrow Agreement and perform its obligations hereunder and thereunder.

Appears in 1 contract

Samples: Stock for Stock Reorganization Agreement (Kti Inc)

Organization and Standing of Buyer. Buyer is a corporation duly ---------------------------------- organized, validly existing and in good standing under the laws of the State of Delaware. As of the Closing Date, Buyer will be qualified as a foreign corporation in all jurisdictions in which such qualification is necessary under applicable law to conduct the Business or acquire ownership of the Assets from and after the Closing.

Appears in 1 contract

Samples: Purchase and Sale Agreement (American Wireless Systems Inc)

Organization and Standing of Buyer. Each Buyer is a corporation duly organizedincorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and has full corporate power and authority to carry on its business and operations as currently conducted.

Appears in 1 contract

Samples: Merger Agreement (Homecom Communications Inc)

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Organization and Standing of Buyer. The Buyer is a corporation duly ---------------------------------- organized, validly existing and in good standing under the laws of the State Commonwealth of Delaware. The Buyer has full power and authority under its Certificate of Incorporation and By-Laws and applicable laws to execute and deliver this Agreement and to consummate the transactions contemplated hereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Converse Inc)

Organization and Standing of Buyer. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware; has full corporate power and authority to conduct the business of developing, distributing and marketing software, including through its subsidiaries, and has full right, power and authority to issue the shares of common stock as part of the Purchase Price, as contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Infocure Corp)

Organization and Standing of Buyer. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, is duly qualified to do business as a foreign corporation and is in good standing in the states of the United States and foreign jurisdictions where its ownership or leasing of property or conduct of its business requires it to be so qualified.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cross Continent Auto Retailers Inc M&l)

Organization and Standing of Buyer. The Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Buyer has full power and authority to execute and deliver this Agreement and the Notes and to consummate all transactions contemplated hereby under its Certificate of Incorporation and By- Laws and applicable laws.

Appears in 1 contract

Samples: Asset Purchase Agreement (Premier Research Worldwide LTD)

Organization and Standing of Buyer. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer has the corporate power and authority to execute and deliver, and carry out the transactions on its part contemplated by, this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Land O Lakes Inc)

Organization and Standing of Buyer. Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power and authority to enter into this Agreement and perform its obligations hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Trigen Energy Corp)

Organization and Standing of Buyer. The Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Buyer has all requisite power and authority under its Certificate of Incorporation and by-laws and applicable laws to execute and deliver this Agreement and to consummate the transactions contemplated hereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sheridan Group Inc)

Organization and Standing of Buyer. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer has all requisite power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lone Star Technologies Inc)

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