Common use of Organization of Seller Clause in Contracts

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

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

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

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

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

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of DelawareDelaware with requisite corporate power and authority to own, license, lease and operate the Assets.

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

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of DelawareDelaware and has the requisite corporate power and authority to own, lease and operate its assets and properties and to carry on its business as it is now being conducted.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws Laws of the State of DelawareDelaware and has all requisite partnership power and authority to own, operate and lease its properties and assets and to carry on its business as now conducted.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing as a corporation under the laws of the State of DelawareDelaware and has full corporate power and authority to conduct the Business as it is presently being conducted and to own and lease its properties and assets. The Seller is duly qualified to do business and is in good standing as a foreign corporation in each jurisdiction where the nature of its business or its ownership of property makes such qualification necessary and where the failure so to qualify would have a Material Adverse Effect.

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the State of DelawareDelaware and has the requisite corporate authority to carry on its business as now being conducted and to own and use the properties and assets owned and used by it.

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

Organization of Seller. The Seller is a corporation duly organized, validly existing, formed and in good standing under the laws of the State of DelawareDelaware and has the requisite corporate power and authority to carry on its business as now conducted.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of DelawareDelaware and has full corporate power and authority to own or lease and to operate and use its properties and assets and to carry on its business as now conducted.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware. Seller has delivered to Buyer complete and correct copies of the certificate of incorporation and by-laws of Seller, as currently in effect.

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the State of Delaware.Delaware and is qualified to do business as a foreign corporation in the States of Illinois and Texas. Seller

Organization of Seller. The Seller is a Delaware corporation duly organized, validly existing, and in good standing under the laws of the State jurisdiction of Delawareits incorporation.

Organization of Seller. The Seller is a corporation corporation, duly organized---------------------------- incorporated, validly existing, existing and in good standing under the laws of the State of DelawareDelaware and has the corporate power and authority to carry on its business as presently conducted. Seller is qualified to do business as a foreign corporation and is in good standing in each jurisdiction in which the failure of Seller to be so qualified would have a material adverse effect on the Automotive Filter Companies taken as a whole.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware. Seller has all requisite power and authority to own and hold the Acquired Assets, to conduct the Business as currently conducted by Seller and is duly licensed, permitted or qualified to do business in each jurisdiction listed on Schedule 4.1.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware. Seller is duly qualified and in good standing as a foreign corporation in each of the jurisdictions where such qualification is required by law.

Organization of Seller. The Seller is a corporation duly organizedincorporated, validly existing, existing and in good standing under the laws Laws of the State of Delaware.

Organization of Seller. The Seller is a corporation duly organized, organized and validly existing, and in good standing existing under the laws of the State of DelawareDelaware with all necessary power and authority to conduct the Business as it is presently being conducted and to own and lease its properties and assets.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware, and has the full corporate power and authority to enter into this Agreement and the other agreements and instruments referred to in this Agreement that Seller is executing and delivering (the “Seller’s Additional Agreements”), and to carry out the transactions contemplated hereby and thereby.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws Laws of the State of DelawareDelaware and has all requisite power and authority to carry on its business as now being conducted.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of DelawareDelaware and has full corporate power and authority to carry on the Business as it is now being conducted and to own all of the Assets. Seller is duly qualified to do business and is in good standing in each jurisdiction in which the conduct of the Business or the ownership of the Assets requires such qualification.

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the State of Delaware. If any Stockholder is a trust, such Stockholder is duly formed and validly existing under the laws of the jurisdiction of its formation.

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

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the State of DelawareDelaware and has full corporate power and authority to conduct its business as now conducted and as currently proposed to be conducted and to own, use, license and lease its assets and properties. Seller is in good standing in each jurisdiction in which it is required to be qualified to conduct its business.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware. Seller has full corporate power and authority to execute and deliver this Agreement and the Operative Agreements to which it is a party and to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby, including, without limitation, to sell and transfer the AGII Shares pursuant to this Agreement.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware. Seller is duly qualified to transact business as a foreign corporation and is in good standing in each of the jurisdictions in which the ownership or leasing of the Purchased Assets or the conduct of the Business requires such qualification, except where the failure to be so qualified or in good standing would not have a Material Adverse Effect. Seller has full corporate power and authority to own or lease and to operate and use the Purchased Assets and to carry on the Business as now conducted.

Organization of Seller. The Seller is a corporation duly organized, validly existingexisting corporation, and is in good standing under the laws Laws of the State state of Delaware.

Organization of Seller. The Seller is a corporation duly organized, validly existing, ---------------------- existing and in good standing under the laws of the State of Delaware. Seller is duly qualified and in good standing as a foreign corporation in each of the jurisdictions where such qualification is required by law.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of DelawareDelaware and has the requisite power and authority to own or lease its properties and to carry on its business as now being conducted. Seller's taxpayer identification number is 00-0000000. There is no pending or, to the knowledge of Seller, threatened proceeding for the dissolution, liquidation, insolvency or rehabilitation of Seller.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware., and has the full corporate power and authority to enter into this Agreement and the other agreements and instruments referred

Organization of Seller. The Seller is a corporation duly organizedincorporated, validly existing, existing and in good standing under the laws of the State of Delaware.

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

Organization of Seller. The Seller is a corporation duly organized, ---------------------- validly existing, existing and in good standing under the laws of the State of Delaware. Seller has all requisite power and authority to own the Acquired Contracts, to conduct the Business as currently conducted by Seller and is duly licensed, permitted or qualified to do business in each jurisdiction listed on Schedule 4.1.

Organization of Seller. The Seller is a corporation duly organized, incorporated and validly existing, and in good standing existing under the laws of the State of DelawareDelaware and has full corporate power and authority to carry on the Business as it is now being conducted and to own the Seller Assets. Seller is duly qualified or licensed to do business as a foreign corporation in good standing in every jurisdiction in which the ownership of the Seller Assets or the conduct of the Business requires such qualification, except where the failure to so qualify or be licensed would not have a material adverse effect on the business or financial condition of the Business.

Organization of Seller. The Seller is a Delaware corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware, and it has full power and authority to conduct its business as it is presently being conducted and to own and sell the Property.

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws Laws of the State of Delaware. Seller has full corporate power and authority to execute and deliver this Agreement, the Supplemental Indenture and the Pledge Agreement Amendment and to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby, including without limitation to own, hold, sell and transfer the Shares pursuant to this Agreement.

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of Delaware and has the State of Delawarerequisite corporate power and corporate authority to enter into this Agreement and to perform its obligations under this Agreement. The Seller is duly licensed, qualified, or admitted to do business and is in good standing in all jurisdictions in which it is required to be so qualified, licensed or admitted to do business by the laws thereof.

Organization of Seller. The Seller is duly incorporated and validly existing as a corporation duly organized, validly existing, and in good standing under the laws of the State of DelawareDelaware and has full corporate power to conduct the Mass-Market Cigar Business as it is presently being conducted and to own and lease its properties and assets.

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the State state of Delaware.. 10