Organization of Sellers; Good Standing. Each Seller is duly organized, validly existing and in good standing under the Laws of the state of its formation and has all requisite corporate power and authority to own, lease and operate its assets and to carry on its business as currently and historically conducted, except where the failure to be so qualified would not have or would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.
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Samples: Asset Purchase Agreement (Christopher & Banks Corp), Asset Purchase Agreement (RTW Retailwinds, Inc.), Asset Purchase Agreement (RTW Retailwinds, Inc.)
Organization of Sellers; Good Standing. Each Seller is a limited liability company duly organized, validly existing existing, and in good standing under the Laws laws of the state of its formation incorporation and has has, subject to the necessary authority from the Bankruptcy Court, all requisite corporate power and authority to own, lease lease, and operate its assets and to carry on its business as currently and historically now being conducted, except where the failure to be so qualified would not organized, existing, or in good standing or have or such power and authority would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect.
Appears in 1 contract
Samples: Asset Purchase Agreement
Organization of Sellers; Good Standing. Each Seller is duly organized, validly existing and in good standing under the Laws of the state of its formation and has all requisite corporate power and authority to own, lease and operate its assets and to carry on its business as currently and historically conducted, except where the failure to be so qualified would not have or would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.
Appears in 1 contract
Samples: Asset Purchase Agreement
Organization of Sellers; Good Standing. Each Seller is a corporation duly organized, validly existing and in good standing under the Laws laws of the state of its formation incorporation and has has, subject to the necessary authority from the Bankruptcy Court, all requisite corporate power and authority to own, lease and operate its assets and to carry on its business as currently and historically now being conducted, except where the failure to be so qualified would not organized, existing, or in good standing or have or such power and authority would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect.
Appears in 1 contract