Organization; Good Standing; Qualification and Corporate Power. (a) The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Florida and has all requisite corporate power and authority to carry on its business as now conducted and as proposed to be conducted. The Company is duly qualified to transact business and is in good standing in each jurisdiction in which the failure so to qualify would have a material adverse effect on its business or properties. True and correct copies of the Company's Articles of Incorporation, as amended, and Bylaws have been provided to the Investor.
Organization; Good Standing; Qualification and Corporate Power. (a) CSI and each of its subsidiaries is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation and has all requisite corporate power and authority to carry on its business as now conducted and as proposed to be conducted. CSI and each of its subsidiaries is duly qualified to transact business and is in good standing in each jurisdiction in which the failure so to qualify would have a material adverse effect on its business or properties. True and correct copies of CSI Certificate of Incorporation, as amended (the "Certificate of Incorporation") and Bylaws have been provided to the Purchasers or made available via the SEC XXXXX website.
Organization; Good Standing; Qualification and Corporate Power. (a) The Company and each of its subsidiaries is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation and has all requisite corporate power and authority to carry on its business as now conducted and as proposed to be conducted. The Company and each of its subsidiaries is duly qualified to transact business and is in good standing in each jurisdiction in which the failure so to qualify would have a material adverse effect on its business or properties. True and correct copies of the Company's Certificate of Incorporation, as amended (the "Certificate of Incorporation") and Bylaws have been provided to the Investor or made available via the SEC XXXXX website.
Organization; Good Standing; Qualification and Corporate Power. (a) Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Michigan and has all requisite power and authority to carry on its business as now conducted and as proposed to be conducted. Purchaser is duly qualified to transact business and is in good standing in each jurisdiction in which the failure so to qualify would have a material adverse effect on its business or properties. (b) Purchaser has all requisite legal and corporate power and authority to execute and deliver this Agreement, to purchase the Shares and to carry out and perform its obligations under the terms of this Agreement and to consummate the transactions contemplated hereby. All necessary limited liability company action has been taken by Purchaser with respect to the execution, delivery and performance by Purchaser of this Agreement and the consummation of the transactions contemplated hereby. 3.2
Organization; Good Standing; Qualification and Corporate Power. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company is duly qualified to transact business as a foreign corporation and is in good standing in each jurisdiction in which the failure to so qualify would have a material adverse effect on its business, financial condition or properties. The Company has all requisite corporate power and authority to execute, deliver, and perform this Agreement, the Investorsí Rights Agreement, the Co-Sale Agreement, the Voting Agreement and each Warrant (collectively, this Agreement, the Investorsí Rights Agreement, the Co-Sale Agreement, the Voting Agreement and each Warrant are referred to hereinafter as the ìTransaction Agreements”), and any other agreements contemplated hereby and thereby, to own and hold its property and assets and to carry on its business as now conducted and as presently proposed to be conducted.
Organization; Good Standing; Qualification and Corporate Power. (a) The Company, RBL and DTLL are corporations duly organized, validly existing and in good standing under the laws of the State of Minnesota and each has all requisite corporate power and authority to carry on its business as now conducted and as proposed to be conducted. The Company, RBL and DTLL are each duly qualified to transact business and each is in good standing in each jurisdiction in which the failure so to qualify would have a material adverse effect on its business or properties.
Organization; Good Standing; Qualification and Corporate Power. (a) The Company, RBL and DTLL are corporations duly organized, validly existing and in good standing under the laws of the State of Minnesota and each has all requisite corporate power and authority to carry on its business as now conducted and as proposed to be conducted. The Company, RBL and DTLL are each duly qualified to transact business and each is in good standing in each jurisdiction in which the failure so to qualify would have a material adverse effect on its business or properties. (b) Each of the Company and RBL has all requisite legal and corporate power and authority to execute and deliver this Agreement, to sell the Shares and to carry out and perform its obligations under the terms of this Agreement and to consummate the transactions contemplated hereby. All necessary corporate action has been taken by the Company and RBL with respect to the execution, delivery and performance by the Company and RBL of this Agreement and the consummation of the transactions contemplated hereby. 2.2
Organization; Good Standing; Qualification and Corporate Power. (a) The Company is a 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 carry on its business as now conducted and as proposed to be conducted. The Company is duly qualified to transact business, and is in good standing in each jurisdiction in which the failure so to qualify would have a material adverse effect on its business or properties.
Organization; Good Standing; Qualification and Corporate Power. (a) The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Maryland and has all requisite corporate power and authority to carry on its business as now conducted and as presently proposed to be conducted. The Company is duly qualified to transact business, and is in good standing as a foreign corporation in North Carolina and in each other jurisdiction in which the failure so to qualify would have a material adverse effect on its business or properties. True and correct copies of the Company's Articles of Incorporation, as amended (the "Articles of Incorporation") and Amended By-laws (the "By-laws") as currently in effect have been provided to the Investor.
Organization; Good Standing; Qualification and Corporate Power. (a) The Company and each of its subsidiaries is a 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 carry on its business as now conducted and as proposed to be conducted. The Company is qualified to transact business and in good standing as a foreign corporation in each jurisdiction where it is required to so qualify except for such jurisdictions where the failure to so qualify would not have a Material Adverse Effect. True and correct copies of the Company’s Certificate of Incorporation, as amended and/or restated and as in effect on the date hereof (the “Charter”) and Bylaws, as amended and/or restated and as in effect on the date hereof (the “Bylaws”) have been provided to the Purchaser.
