Organization of Seller. Seller is a limited liability company organized, validly existing and in good standing under the laws of the State of New York, and has all requisite power and authority to own and lease the properties and assets it currently owns and leases and to conduct its activities as such activities are currently conducted.
Appears in 3 contracts
Samples: Asset Purchase Agreement (LOCAL.COM), Asset Purchase Agreement (LOCAL.COM), Asset Purchase Agreement (LOCAL.COM)
Organization of Seller. Seller is a limited liability company organizednot-for-profit corporation ---------------------- duly incorporated, validly existing and in good standing under the laws of the State of New York, and has all requisite power and authority to own and lease the properties and assets it currently owns and leases and to conduct its activities as such activities are currently conducted.
Appears in 1 contract
Organization of Seller. Seller is a limited liability company corporation duly organized, validly existing existing, and in good standing under the laws of the State of New York, York and has all requisite full power and authority to own and lease the properties and assets it currently owns and leases and carry on its business as now being conducted. Seller is duly authorized to conduct its activities business as a foreign corporation and is in good standing in each jurisdiction in which the property owned, leased or operated by Seller, or the nature of the business conducted by Seller makes such activities are currently conductedqualification necessary.
Appears in 1 contract
Organization of Seller. Seller is a limited liability company corporation organized, validly existing and in good standing under the laws of the State of New York, and has all requisite power and authority to own and lease the properties and assets it currently owns and leases and to conduct its activities as such activities are currently conducted.
Appears in 1 contract
Organization of Seller. Seller is a limited liability company general partnership duly organized, validly existing and in good standing under the laws Laws of the State of New York, and . Seller has all requisite full organizational power and authority to own execute and lease the properties and assets it currently owns and leases deliver this Agreement and to conduct perform its activities as such activities are currently conductedobligations hereunder and to consummate the transactions contemplated hereby, including without limitation, to sell and transfer (pursuant to this Agreement) the Membership Interest.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (American Real Estate Partners L P)
Organization of Seller. Seller is a limited liability company organized, corporation duly organized and validly existing and in good standing under the laws of the State of New York, York and is in good standing in all jurisdictions in which its failure to qualify or be in good standing would have a Material Adverse Effect. Seller has all requisite full power and authority to own and or lease the properties and assets it currently owns and leases and to conduct its activities operate and use the Purchased Assets and to carry on the Business as such activities are currently now conducted.
Appears in 1 contract
Samples: Asset Purchase Agreement (Broadpoint Securities Group, Inc.)
Organization of Seller. Seller is a limited liability company organized, validly existing and in good standing under the laws of the State of New YorkJersey, and has all requisite power and authority to own and lease the properties and assets it currently owns and leases and to conduct its activities as such activities are currently conducted.
Appears in 1 contract
Samples: Asset Purchase Agreement (LOCAL.COM)
Organization of Seller. Seller is a limited liability company duly organized, validly existing and in good standing under the laws of the State jurisdiction of New Yorkits organization. Seller is duly qualified as a foreign limited liability company in all jurisdictions where required by applicable Law to be so qualified. All of the outstanding equity interests in the Seller are owned directly by the Principals. Complete and correct copies of Seller’s organizational documents, and has all requisite power and authority each as amended to own and lease the properties and assets it currently owns and leases and date, have been made available to conduct its activities as such activities are currently conductedBuyer.
Appears in 1 contract
Samples: Asset Purchase Agreement (Analysts International Corp)
Organization of Seller. Seller is a limited liability company organized, corporation duly organized and validly existing and in good standing under the laws of the State of New York, and . Seller has all requisite the power and authority to own and lease the properties and assets it currently owns and leases enter into this Agreement and to conduct its activities as such activities are currently conductedconsummate the transactions contemplated by this Agreement.
Appears in 1 contract
Organization of Seller. Seller is a limited liability company organized, duly organized and validly existing and in good standing under the laws of the State of New York, Jersey and has all requisite power and authority to own carry on its business as now being conducted. Seller is duly qualified or licensed to do business and lease is in good standing in each jurisdiction in which the properties and assets property owned, leased or operated by it currently owns and leases and or the nature of the business conducted by it makes such qualification or licensing necessary, except where the failure to conduct its activities as such activities are currently conductedbe so qualified, licensed or in good standing would not have a Property Material Adverse Effect. Seller does not have any Subsidiaries.
Appears in 1 contract
Samples: Asset Purchase Agreement (Trump Entertainment Resorts Holdings Lp)
Organization of Seller. Seller is a limited liability company organizedcompany, duly formed, validly existing and in good standing under the laws Laws of the State state of New York, its formation with full legal and has all requisite limited liability company power and authority to own and lease the properties operate its business as currently owed and assets it currently owns and leases and operated. Seller has made available to conduct its activities as such activities are currently conductedBuyer true copies of all existing Organizational Documents of Seller.
Appears in 1 contract
Samples: Purchase and Sale Agreement (DCP Midstream Partners, LP)