Common use of Organization; Good Standing Clause in Contracts

Organization; Good Standing. The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and has all requisite power and authority to carry on its business and to own, lease, operate and hold its properties and assets.

Appears in 2 contracts

Samples: Stock Purchase Agreement (MVC Capital, Inc.), Stock Purchase Agreement (MVC Capital, Inc.)

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Organization; Good Standing. The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and . The Seller has all the requisite power and authority to own the Purchased Assets and to carry on its business with respect to the Product as currently conducted. The Seller is duly qualified to conduct business as a foreign corporation and is in good standing in each jurisdiction where the nature of the business conducted by it makes such qualification necessary, except where the failure to ownso qualify or be in good standing would not have, leaseeither individually or in the aggregate, operate and hold its properties and assetsa Material Adverse Effect.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Columbia Laboratories Inc), Asset Purchase Agreement (Columbia Laboratories Inc)

Organization; Good Standing. The Such Seller is a corporation limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has all requisite power and authority to carry on own its business properties, including the Partnership Interests, and to own, lease, operate enter into this Agreement and hold its properties and assetsconsummate the transactions contemplated hereby.

Appears in 1 contract

Samples: Partnership Interest Purchase and Sale Agreement (Teco Energy Inc)

Organization; Good Standing. The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite the power and authority to carry on own and lease its business assets and properties and to ownconduct the Business as it is now being conducted. The Seller is qualified to do business as a foreign company in all jurisdictions where it is required to be qualified, lease, operate and hold its properties and assetsexcept those jurisdictions whereby the failure to qualify would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ramp Corp)

Organization; Good Standing. The Seller is a corporation duly formed and organized, validly existing and in good standing under the laws of the State of Delaware, and has all requisite power and authority to carry on its business and to own, lease, operate and hold its properties and assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lm Funding America, Inc.)

Organization; Good Standing. The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State state of Delaware, and has all requisite corporate power and authority to own and lease its properties and carry on its business and to own, lease, operate and hold its properties and assetsas currently conducted.

Appears in 1 contract

Samples: Asset Purchase Agreement (Hispanic Broadcasting Corp)

Organization; Good Standing. The Seller is a corporation limited partnership duly organized, validly existing and in good standing under the laws of the State of Delaware, and . Seller has all requisite limited partnership power and authority to own its properties and carry on its business and to own, lease, operate and hold its properties and assetsas now conducted.

Appears in 1 contract

Samples: Exchange Agreement (Lions Gate Entertainment Corp /Cn/)

Organization; Good Standing. The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and has all requisite power and authority to carry on its business and to own, lease, operate and hold lease its properties and assets.assets and to enter into and perform its obligations under this Agreement; and

Appears in 1 contract

Samples: Purchase Agreement (Teltronics Inc)

Organization; Good Standing. The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite full corporate power and authority to carry on its business and to own, lease, operate and hold maintain the Assets as now being owned and operated. Seller has full corporate power and authority to execute and deliver this Agreement and each of the Seller Related Documents and to perform its properties obligations hereunder and assetsthereunder. Seller is duly qualified or licensed to transact business in all of the jurisdictions in which such qualification or licensing is required, except where the failure to be so qualified or licensed would not be Material.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Polaroid Corp)

Organization; Good Standing. The Seller is a corporation duly organizedformed, validly existing and in good standing under the laws Laws of the State of Delaware, Delaware and has all requisite power required powers and authority all governmental licenses, authorizations, permits, consents and approvals required to carry on its business and to own, lease, operate and hold its properties and assetsas now conducted.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Summit Midstream Partners, LP)

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Organization; Good Standing. The Seller is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite power and authority to carry on conduct its business and to own, lease, operate and hold its properties and assetsas currently conducted.

Appears in 1 contract

Samples: Loan Sale Agreement (Communications Research Inc)

Organization; Good Standing. The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and it has all requisite corporate power and authority to carry on the Business as currently conducted and to execute and deliver this Agreement, and any other instruments or agreements to be executed by Seller pursuant to this Agreement, perform its obligations hereunder and thereunder and enter into the transactions contemplated hereby and thereby. Seller is licensed or qualified to do business and to own, lease, operate and hold its properties and assetsis in good standing as a foreign corporation in each jurisdiction set forth on Schedule 3.1.

Appears in 1 contract

Samples: Asset Purchase Agreement (AMH Holdings, Inc.)

Organization; Good Standing. The Seller is a corporation duly organized, validly existing and in good standing under the laws of the State state of Delaware, and has all requisite power and authority to own and lease its properties and carry on its business and to own, lease, operate and hold its properties and assetsas currently conducted.

Appears in 1 contract

Samples: Asset Purchase Agreement (Atlantic Premium Brands LTD)

Organization; Good Standing. The (a) Seller is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware and has all requisite corporate or similar power and authority to own, lease and operate its assets and to carry on its business as now being conducted. (b) ODP is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, Delaware and has all requisite corporate or similar power and authority to own, lease and operate its assets and to carry on its business and to own, lease, operate and hold its properties and assetsas now being conducted.

Appears in 1 contract

Samples: Stock Purchase Agreement (Office Depot Inc)

Organization; Good Standing. The Seller is a corporation Delaware limited partnership, duly organized, validly existing and in good standing under the laws of the State of Delaware, and . Seller has all requisite power and authority to own and lease its properties and carry on its business and to own, lease, operate and hold its properties and assetsas currently conducted.

Appears in 1 contract

Samples: Asset Purchase Agreement (Hispanic Broadcasting Corp)

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