Organization, Qualification and Good Standing. The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the jurisdiction of its incorporation, with power and authority (corporate and other) to own its properties and conduct its business as described in the Pricing Prospectus. The Company has been duly qualified as a foreign corporation for the transaction of business and is in good standing under the laws of each other jurisdiction in which it owns or leases properties or conducts any business so as to require such qualification, or is subject to no material liability or disability by reason of the failure to be so qualified in any such jurisdiction.
Organization, Qualification and Good Standing. It is a duly organized and validly existing corporation or limited liability company in good standing under the laws of the State of Delaware, with the power and authority under its organizational documents and under the laws of Delaware to own its assets and to conduct its business in which it is currently engaged. It is duly qualified to do business as a foreign company and is in good standing in each jurisdiction in which the character of the business transacted by it or properties owned or leased by it requires such qualification and in which the failure so to qualify could reasonably be expected to have a material adverse effect on the business, properties, assets, or condition (financial or otherwise) of it or its ability to perform its duties under this Agreement and the other Related Documents to which it is a party.
Organization, Qualification and Good Standing. TAI is a corporation duly organized, validly existing and in good standing under the laws of the State of Ohio and is registered to do business in and is in good standing under the laws of the State of Ohio. All corporate proceedings required to be taken by TAI to authorize the execution; delivery and consummation of this Agreement have been duly and validly taken and will be in full force and effect on the Effective Date.
Organization, Qualification and Good Standing. Cargill is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and is registered to do business in and is in good standing under the laws of the State of Ohio. All corporate proceedings required to be taken by Cargill to authorize the execution; delivery and consummation of this Agreement have been duly and validly taken and will be in full force and effect on the Effective Date.
Organization, Qualification and Good Standing. Seller is an Illinois corporation duly registered, validly existing, and in good standing under the laws of the State of Illinois.
Organization, Qualification and Good Standing. Buyer is a , duly organized, validly existing and in good standing under the laws of the State of . All proceedings required to be taken by Xxxxx to authorize the execution, delivery and consummation of this Agreement have been duly and validly taken and will be in full force and effect on the Closing Date.
Organization, Qualification and Good Standing. Ultrak is a corporation duly organized and validly existing under Delaware law and has the corporate power and authority to own or hold under lease its properties and assets and to carry on its business as it is now being conducted. Each of DVD and VVI is a corporation duly organized and validly existing under Texas law and has the corporate power and authority to own or hold under lease its properties and assets and to carry on its business as it is now being conducted.
Organization, Qualification and Good Standing. ADT is a corporation duly organized, validly existing, and in good standing under the laws of the State of Delaware, and ADT has the corporate power and authority to own or hold under lease its properties and assets and to carry on its business as it is now being conducted.
Organization, Qualification and Good Standing. Each Loan Party (a) is duly formed or organized and validly existing and (as of the Closing Date) in good standing, except as otherwise indicated on Schedule 8.3, under the laws of the jurisdiction of its formation or organization, (b) is qualified to do business as a foreign business entity and is in good standing in the jurisdictions set forth on Schedule 8.3, which as of the Closing Date are the only jurisdictions in which qualification is necessary in order for it to own or lease its property and conduct its business except for any jurisdiction for which the failure to so qualify could not reasonably be expected to have a Material Adverse Effect, and (c) has all requisite power and authority to conduct its business and to own its property as presently conducted or owned.
Organization, Qualification and Good Standing. MDI is a corporation duly organized, validly existing, and in good standing under Delaware law. The Company has full corporate power and authority to perform this Agreement.