Organization of the Sellers. Each of the Sellers is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation as indicated on the signature pages hereof. Each of the Sellers has full power to carry on its business as now conducted and is qualified to do business as a foreign entity in each jurisdiction where failure to so qualify would have a material adverse affect on the Acquired Assets.
Organization of the Sellers. Each Seller is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization.
Organization of the Sellers. Each Seller and the Seller Guarantor is duly organized and validly existing under the applicable Laws of the jurisdiction of its formation. Each Seller and the Seller Guarantor is duly authorized to conduct business and is in good standing under the applicable Laws of each jurisdiction where such qualification is required, except where the lack of such qualification would not have a Material Adverse Effect. Each Seller and the Seller Guarantor has the requisite corporate power and authority necessary, as applicable, to carry on the Business and to own and use the Purchased Assets owned or operated by it.
Organization of the Sellers. Each of the Sellers is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of Texas. Neither Seller has any Subsidiaries.
Organization of the Sellers. Each Sellers is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation. Neither Seller has any Subsidiaries.
Organization of the Sellers. Each Seller is a corporation, limited partnership or limited liability company, as the case may be, duly organized, validly existing, and in good standing under the laws of the jurisdiction of its organization. Each Seller is duly qualified to do business and is in good standing in each jurisdiction in which the ownership of its properties and the operation of its business make such qualification necessary.
Organization of the Sellers. FDC is a corporation duly --------------------------- organized, validly existing and in good standing under the laws of the State of Delaware. FFMC is a corporation duly organized, validly existing and in good standing under the laws of the State of Georgia.
Organization of the Sellers. Each Seller is a corporation, limited partnership or limited liability company, as the case may be, duly organized, validly existing, and in good standing under the laws of the jurisdiction of its organization. Each Seller is duly qualified to do business and is in good standing in each jurisdiction in which the ownership of its properties (including the Acquired Assets to be sold by it) and the operation of its business make such qualification necessary.
Organization of the Sellers. Logo is a corporation duly organized and validly existing and in good standing under the laws of the Commonwealth of Virginia and has full corporate power and authority to enter into this Agreement and to perform its obligations hereunder. Logo has full corporate power and authority to carry on its business as it is now being conducted and to own, operate and hold under lease its assets and properties as, and in the places where, such properties and assets now are owned, operated or held. LogoAH is a corporation duly organized and validly existing and in good standing under the laws of the Commonwealth of Massachusetts and has full corporate power and authority to enter into this Agreement and to perform its obligations hereunder. LogoAH has full corporate power and authority to carry on its business as it is now being conducted and to own, operate and hold under lease its assets and properties as, and in the places where, such properties and assets now are owned, operated or held. Tultex is a corporation duly organized and validly existing and in good standing under the laws of the Commonwealth of Virginia and has full corporate power and authority to enter into this Agreement and to perform its obligations hereunder. With respect to the Business, Tultex has full corporate power and authority to carry on its business as it is now being conducted and to own, operate and hold under lease its assets and properties as, and in the places where, such properties and assets now are owned, operated or held. Schedule 3.1 lists the states and countries in which each Seller (a) owns or leases real property used primarily in the Business; (b) maintains sales offices or sales agents used primarily in the Business; or (c) maintains inventory used primarily in the Business. The Sellers are not, and are not required to be, qualified to do business as a foreign corporation in connection with the Business in any states or countries other than those listed in Schedule 3.1, and the Sellers are duly qualified to do business and are in good standing as a foreign corporation in each of those states and countries, except for where the failure to so qualify would not have an adverse effect on the Business or the Assets. All of the outstanding equity securities of Logo and LogoAH are owned of record and beneficially by Tultex.
Organization of the Sellers. Each of the Sellers is a limited liability company, duly organized, validly existing and in good standing under the laws of the State of California and has the limited liability company power and authority to own, lease and operate its properties and the Assets and to carry on its business as presently conducted. Each of the Sellers is duly qualified to do business and is in good standing in: (a) each jurisdiction in which the properties owned or leased by it are located; and (b) where the operation of the Business makes such qualification necessary or desirable, except for such jurisdictions where the failure to be so qualified would not cause a Material Adverse Effect. Schedule 5.01 attached hereto contains a list of the jurisdiction of formation of each Seller and a list of all jurisdictions in which each Seller is duly qualified or registered to do business.
