Organization; Qualification of Company. The Company (i) is a société anonyme duly organized and validly existing under the laws of France; (ii) has full power and authority to carry on its business as it is now being conducted and to own, lease, use and operate the properties and assets it now owns, leases, uses or operates; and (iii) is duly qualified or licensed to do business as a foreign corporation in good standing in every jurisdiction in which such qualification is required.
Organization; Qualification of Company. (a) The Company (i) is a corporation duly organized, validly existing and in good standing under the laws of Delaware; (ii) has all requisite corporate power and authority and all necessary material government approvals to carry on its business as it is now being conducted and to own the properties and assets it now owns; and (iii) is duly qualified or licensed to do business as a foreign corporation in good standing in every jurisdiction in which such qualification is required; except where the failure to be so qualified or licensed would not have, individually or in the aggregate, a Material Adverse Effect.
(b) Section 3.7(b) of the Seller Disclosure Schedule sets forth, as of the date hereof, a complete and correct list of all jurisdictions in which the Company is qualified or licensed to do business. Sellers have heretofore delivered or made available to Purchaser complete and correct copies of the certificate of incorporation and bylaws of the Company and all amendments thereto to the date hereof as presently in effect. Sellers have also delivered or made available to Purchaser copies of the minute books of the Company, and such records accurately reflect, in all material respects, all actions taken by the shareholders, board of directors or committees of the board of directors of the Company, whether at a meeting, by written consent or otherwise, since October 12, 2000. To the Knowledge of Sellers, no action taken by the shareholders, board of directors or any committees of the board of directors of the Company prior to October 12, 2000 could create any material liability or obligation of the Company or materially affect the operation of the Purchased Business following the Closing.
Organization; Qualification of Company. The Company (a) is a corporation duly organized, validly existing and in good standing under the laws of the State of Michigan; (b) has full corporate power and authority to carry on its business as it is now being conducted and to own the properties and assets it now owns; and (c) is qualified or licensed to do business as a foreign corporation in good standing in every jurisdiction in which such qualification is required, except where the failure to be so qualified or licensed would not reasonably be expected to have a Company Material Adverse Effect.
Organization; Qualification of Company. The Company (i) is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation; (ii) has full corporate power and authority to carry on its business as it is now being conducted and to own the properties and assets it now owns; and (iii) is duly qualified or licensed to do business as a foreign corporation in good standing in every jurisdiction in which such qualification is required. The Company has heretofore delivered to Optionee complete and correct copies of the certificate of incorporation and by-laws of the Company as presently in effect.
Organization; Qualification of Company. The Company is a limited liability company duly organized, validly existing and in good standing under the laws of the Republic of 33 <PAGE> Indonesia, with full corporate power and authority to carry on its business as it is now being conducted and to own or use the properties and assets it now purports to own and use and is duly qualified or licensed to conduct business or own property in every jurisdiction in which such qualification is required. True and complete copies of the deed of establishment as approved by the Ministry of Justice and Human Rights of the Republic of Indonesia and other organizational documents and by-laws of the Company as presently in effect have been delivered to Purchaser by such Selling Shareholder.
Organization; Qualification of Company. (a) The Company is a limited liability company duly organized and validly existing under the laws of the Republic of Indonesia, with full corporate power and authority and is duly licensed to carry on its business as it is now being conducted and to own or use the properties and assets it now purports to own and use.
(b) The Company has all licenses, authorizations, approvals and authorities and necessary for operating a nationwide GSM/DCS service using both the 900 Mhz and 1800 Mhz frequencies currently allocated to it (the "GSM Licenses") and has a minimum spectrum allocation of 7.5 Mhz under each of the 900 Mhz and 1800 Mhz frequency ranges. The GSM Licenses are in full force and effect and have been and are being complied with. There is no investigation, enquiry or proceeding which has been notified in writing to the Company and is outstanding or which, to Seller's Knowledge, is anticipated which is likely to result in the suspension, cancellation, non- renewal, modification or revocation of any of such GSM Licenses (whether as a result of the entry into or completion of this Agreement or otherwise);
(c) All licenses, authorizations, approvals and authorities ("Other Licenses") necessary for the carrying on of the businesses and operations of the Company have been obtained, are in full force and effect and have been and are being complied with in all material respects such as not to have a material adverse impact on the businesses or operations of the Company, and there is no investigation, enquiry or proceeding which has been notified in writing to the Company and is outstanding or which, to Seller's Knowledge, is anticipated which is likely to result in the suspension, cancellation, non-renewal, modification or revocation of any of such Other Licenses (whether as a result of the entry into or completion of this Agreement or otherwise);
(d) No order has been made, resolution passed or meeting convened for winding up or liquidation of or written notice received by the Company of any petition for the bankruptcy of the Company or for any suspension of payments or other similar arrangement under the Indonesian Bankruptcy Law. There are no cases or proceedings under any applicable bankruptcy, delay of payment or similar laws in Indonesia concerning the Company nor has any curator or administrator been appointed in respect of the whole or any part of the business or assets of the Company. To Seller's Knowledge, the Company has received no claims or demands ...
Organization; Qualification of Company. The Company (a) is a corporation duly organized, validly existing and in good standing under the Laws of its state of incorporation; (b) has full corporate power and authority to carry on its business as it is now being conducted in the jurisdictions set forth on Sellers’ Disclosure Schedules and to own the properties and assets it now owns; and (c) is duly qualified or licensed to do business as a foreign corporation in good standing in every jurisdiction referred to on Sellers’ Disclosure Schedules. The Company has heretofore delivered to Buyer complete and correct copies of the certificate of incorporation and bylaws of the Company as presently in effect and all registrations to do business as a foreign corporation.
Organization; Qualification of Company. The Company is a limited liability company duly organized and validly existing under the laws of the Republic of Indonesia, with full corporate power and authority to carry on its business as it is now being conducted and to own or use the properties and assets it now purports to own and use.
Organization; Qualification of Company. The Company (a) is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware; (b) has full corporate power and authority to carry on its business as it is now being conducted and to own the properties and assets it now owns; and (c) is duly qualified or licensed to do business as a foreign corporation in good standing in each jurisdiction in which the nature of the business conducted by it or the character or location of the properties and assets owned or leased by it makes such licensing or qualification necessary or required by law, except where the failure to be so licensed, qualified or in good standing (or equivalent status) would not reasonably be expected to have a Company Material Adverse Effect. Shareholder has heretofore delivered to Purchaser complete and correct copies of the certificate of incorporation and by-laws of the Company as presently in effect.
Organization; Qualification of Company. The Company (i) is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware; (ii) has full corporate power and authority to carry on its business as it is now being conducted and to own the properties and assets it now owns; and (iii) is duly qualified or licensed to do business as a foreign corporation in good standing in every jurisdiction in which ownership of property or the conduct of its business requires such qualification. The Disclosure Schedule sets forth each jurisdiction where the Company (x) owns property or conducts business and (y) is licensed as a foreign corporation. The Company has heretofore delivered to Purchaser complete and correct copies of the certificate of incorporation and by-laws of the Company as presently in effect.
