Common use of Organization, Qualification and Corporate Power Clause in Contracts

Organization, Qualification and Corporate Power. Seller is a corporation duly organized, validly existing, and in good standing under the laws of the State of Delaware. Seller is duly authorized to conduct business and is in good standing under the laws of each jurisdiction where such qualification is required, except where the lack of such qualification would not have a material adverse effect on the condition (financial or otherwise) of Seller. Seller has full corporate power and authority to carry on the businesses in which it is engaged and to own and use the properties and assets owned and used by it. Seller has no subsidiaries.

Organization, Qualification and Corporate Power. Seller is a corporation duly organizedincorporated, validly existing, and in good standing under the laws of the State of Delaware. Seller is duly authorized to conduct business and is in good standing under the laws of each jurisdiction where such qualification is required, except where the lack of such qualification would not have a material adverse effect on the condition (financial or otherwise) of SellerMaterial Adverse Effect. Seller has full corporate power and authority to carry on the businesses in which it is engaged and to own and use the properties and assets owned and used by it. Seller has no subsidiaries§3(a) of the Disclosure Schedule lists the directors and officers of Seller.

Organization, Qualification and Corporate Power. (a) Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware. Seller , and is duly authorized organized to conduct carry on the business presently being conducted by it, including, but not limited to the Election Business. Seller's Shareholder is a corporation duly organized, validly existing and is in good standing under the laws of each jurisdiction where such qualification the State of Delaware and is required, except where the lack of such qualification would not have a material adverse effect on the condition (financial or otherwise) of Seller. Seller has full corporate power and authority duly organized to carry on the businesses in which it is engaged and to own and use the properties and assets owned and used business presently conducted by it. Seller has no subsidiaries.

Organization, Qualification and Corporate Power. Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware. Seller is duly authorized qualified to conduct business and is in good standing under the laws of each jurisdiction where in which the nature of its businesses or the ownership or leasing of its properties requires such qualification is required, except where the lack of such qualification would not have a material adverse effect on the condition (financial or otherwise) of Sellerqualification. Seller has full corporate all requisite power and authority to carry on the businesses in which it is engaged and to own and use the properties and assets owned and used by it. Seller has no subsidiaries.

Organization, Qualification and Corporate Power. Seller is a corporation duly organized, validly existing, and in good standing under the laws of the State of Delaware. Seller is duly authorized to conduct business and is in good standing under the laws of each other jurisdiction where such qualification is required, except where the lack of such qualification would not have a material adverse effect on the condition (financial or otherwise) of Seller. Seller has full corporate power required and authority to carry on the businesses in which it the failure to so qualify is engaged and to own and use the properties and assets owned and used by it. Seller has no subsidiaries.reasonably likely to

Organization, Qualification and Corporate Power. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware. The Seller is duly authorized qualified to conduct business and is in good standing under the laws of each jurisdiction where listed in Section 2.1 of the Disclosure Schedule, which jurisdictions constitute the only jurisdictions in which the nature of the Seller’s businesses or the ownership or leasing of its properties requires such qualification is requiredqualification, except where the lack of such qualification failure to be so qualified would not have a material adverse effect on the condition (financial or otherwise) of Seller. Seller has full corporate power and authority to carry on the businesses in which it is engaged and to own and use the properties and assets owned and used by it. Seller has no subsidiaries.have

Organization, Qualification and Corporate Power. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware. The Seller is duly authorized qualified to conduct business and is in good standing under the laws of each jurisdiction where such qualification is required, except where the lack State of such qualification would not have a material adverse effect on the condition (financial or otherwise) of SellerNew Jersey. The Seller has full corporate power and authority to carry on the businesses in which it is engaged Video Manufacturing Business as presently being conducted and to own own, lease, use, possess or dispose of the Purchased Assets, and use to enter into this Agreement and to consummate the properties transactions contemplated hereby and assets owned and used by it. Seller has no subsidiariesthereby.

Organization, Qualification and Corporate Power. Seller is a corporation company duly organized, organized and validly existing, and in good standing existing under the laws of the State of Delaware. Seller is duly authorized to conduct business and is in good standing under has the laws of each jurisdiction where such qualification is required, except where the lack of such qualification would not have a material adverse effect on the condition (financial or otherwise) of Seller. Seller has full corporate power and authority to own and hold its properties and to carry on the businesses in which it is engaged its business as now conducted, and to own execute, deliver and use perform this Agreement. This Agreement constitutes the properties valid and assets owned and used by it. Seller has no subsidiarieslegal binding obligation of Seller, enforceable against it in accordance with its terms.

Organization, Qualification and Corporate Power. Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware. Seller is duly authorized to conduct business and is in good standing under the laws of each jurisdiction where such qualification is required, except where the lack of such qualification would not have a material adverse effect on the condition (financial or otherwise) of Seller. Seller has full all requisite corporate power and authority to carry on the businesses in which it is engaged Business and to own and use the properties and assets owned and used by itBusiness Assets. Seller has no subsidiariesis duly qualified or licensed and in good standing to do business in each jurisdiction in which the property owned, leased or operated by it in the conduct of the Business makes such qualification or licensing necessary.

Organization, Qualification and Corporate Power. The Seller is a corporation duly organized, validly existing, existing and in corporate and tax good standing under the laws of the State of Delaware. The Seller is duly authorized qualified to conduct business and is in good standing (including tax good standing) under the laws of each jurisdiction where listed in Section 2.1 of the Disclosure Schedule, which jurisdictions constitute the only jurisdictions in which the nature of the Seller’s businesses or the ownership or leasing of its properties requires such qualification is required, except where the lack of such qualification would not have a material adverse effect on the condition (financial or otherwise) of Sellerqualification. The Seller has full corporate all requisite power and authority to carry on the businesses in which it is engaged and to own and use the properties and assets owned and used by it. Seller has no subsidiariesis not in default under or in violation of any provision of its organizational documents and agreements.

Organization, Qualification and Corporate Power. Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware. Seller Delaware and is duly authorized qualified to conduct business and is in good standing under the laws of each other jurisdiction where the character of the properties owned, leased or operated by it or the nature of its activities makes such qualification is requirednecessary, except where the lack of for any such qualification failure to be qualified that would not have reasonably be expected to result in a material adverse effect on the condition (financial or otherwise) of SellerTarget Material Adverse Effect. Seller has full all requisite corporate power and authority to carry on the businesses business in which it is now engaged and to own and use the properties and assets now owned and used by it. Seller has no subsidiaries.For purposes of this Agreement, “

Organization, Qualification and Corporate Power. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the State of Delaware. Seller , and is duly authorized to conduct business and is in good standing under the laws of each jurisdiction where such qualification is required, except where the lack of such qualification would not have a material adverse effect on the condition (financial or otherwise) of Seller. The Seller has full corporate power and authority and all licenses, permits, and authorizations necessary to carry on the businesses in which it is engaged and to own and use the properties and assets owned and used by it. Seller has no subsidiaries.