Organization of Sellers. Such Seller which is a corporation or other entity, is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation (or other formation).
Organization of Sellers. Each Seller is (A) duly organized, validly existing, and in good standing under the Laws of the jurisdiction of its organization and has all requisite organizational power and authority to operate its business as now conducted, and (B) duly qualified as a foreign corporation or other entity to do business, and is in good standing, in each jurisdiction where the character of its owned, operated or leased properties or the nature of its activities makes such qualification necessary.
Organization of Sellers. Each of the Sellers 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 own, operate and lease its properties and assets and to carry on its business as now conducted.
Organization of Sellers. Each Seller is duly organized or incorporated, as applicable, and validly existing under the laws of its state of organization or incorporation, as applicable, and has all requisite power and authority to own, lease and operate its assets and to carry on its business as now being conducted. Each Seller is duly qualified or licensed to do business and is in good standing in each jurisdiction in which the property owned, leased or operated by it or the nature of the business conducted by it makes such qualification or licensing necessary. Holdco is an indirect wholly-owned Subsidiary of Seller Parent.
Organization of Sellers. (a) Each of Parent and SMHC ----------------------- is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware.
Organization of Sellers. Such Seller is duly organized, validly existing and in good standing under the laws of the state of its incorporation or formation and is duly qualified to do business and is in good standing in each jurisdiction in which the ownership of its property or the conduct of its business requires it to be qualified, except for jurisdictions where the failure to be so qualified, individually or in the aggregate, would not reasonably be expected to have a material adverse effect on such Seller’s ability to execute and deliver the Agreement or to perform its obligations hereunder. Copies of the Governing Documents of such Seller have been heretofore made available to Buyers and remain accurate and complete. Purchase and Sale Agreement Confidential
Organization of Sellers. Each Seller is duly incorporated or formed and validly existing under the laws of its respective jurisdiction and has all requisite power and authority to own, lease and operate its properties and carry on its business as now conducted. Each Seller, subject to the entry of the Sale Order by the Bankruptcy Court, has full legal right, power and authority to execute and deliver each other agreement, document, instrument or certificate contemplated by this Agreement (the “Seller Documents”) or to be executed by such Seller in connection with the consummation of the transactions contemplated by this Agreement, and to perform its respective obligations hereunder and thereunder.
Organization of Sellers. Each Seller is duly organized or incorporated, as applicable, and validly existing under the laws of its state of organization or incorporation, as applicable, and has all requisite power and authority to own, lease and operate its assets and to carry on its business as now being conducted. Each Seller is duly qualified or licensed to do business and is in good standing in each jurisdiction in which the property owned, leased or operated by it or the nature of the business conducted by it makes such qualification or licensing necessary, except where the failure to be so qualified, licensed or in good standing would not, individually or in the aggregate, be reasonably likely to (x) have a material adverse effect on Parent and its subsidiaries taken as a whole or a Company Material Adverse Effect or (y) materially impair or materially delay the Closing. Holdco is a direct wholly-owned Subsidiary of Parent.
Organization of Sellers. If such Seller is not a natural person, such Seller is duly organized and validly existing under the laws of the jurisdiction of its formation.
Organization of Sellers. Lelantos is a corporation duly organized, validly existing and in good standing under the laws of Wyoming.
