Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer has all necessary corporate power and authority to enter into this Agreement and to perform its obligations hereunder.
Appears in 5 contracts
Samples: Option Agreement (QLT Inc/Bc), Asset Purchase and Sale Agreement (QLT Inc/Bc), Option Agreement (QLT Inc/Bc)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly ------------------------------------ existing and in good standing under the laws of the State of Delaware. Buyer has all necessary corporate power and authority to enter into this Agreement and to perform its obligations hereunder.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Nm Licensing LLC), Asset Purchase Agreement (Nm Licensing LLC), Asset Purchase Agreement (Nm Licensing LLC)
Organization, Standing and Authority. Buyer is a corporation limited ------------------------------------ liability company duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer has all necessary corporate the requisite company power and authority to enter into execute and deliver this Agreement and to perform its obligations hereunderand comply with all of the terms, covenants and conditions to be performed and complied with by Buyer hereunder and thereunder.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Mediacom LLC), Asset Purchase Agreement (Mediacom Capital Corp)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware, and shall be, at Closing, qualified to conduct business in the State of Maryland. Buyer has all necessary requisite corporate power and authority to enter into execute and deliver this Agreement and the documents contemplated hereby, and to perform its obligations hereunderand comply with all of the terms, covenants, and conditions to be performed and complied with by Buyer hereunder and thereunder.
Appears in 2 contracts
Samples: Asset Purchase Agreement (American Radio Systems Corp /Ma/), Asset Purchase Agreement (American Radio Systems Corp /Ma/)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and by the Closing Date will be duly qualified to do business as a foreign corporation where such qualification is necessary. Buyer has all necessary the requisite corporate power and authority to enter into execute, deliver and perform this Agreement and the documents contemplated hereby according to perform its obligations hereundertheir respective terms and to own the Assets.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Oro Spanish Broadcasting Inc), Asset Purchase Agreement (Radio Unica Corp)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware. Buyer has all necessary corporate requisite power and authority to enter into execute and deliver this Agreement and the documents contemplated hereby, and to perform its obligations and comply with all of the terms, covenants, and conditions to be performed and complied with by Buyer hereunder.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Paxson Communications Corp), Stock Purchase Agreement (Paxson Communications Corp)
Organization, Standing and Authority. The Buyer is a corporation limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware. The Buyer has all necessary corporate requisite power and authority to enter into execute, deliver and perform this Agreement and to perform in accordance with its obligations hereunderterms.
Appears in 1 contract
Samples: Asset Purchase Agreement (Hemisphere Media Group, Inc.)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware. Buyer has all necessary requisite corporate power and authority to enter into execute and deliver this Agreement and the documents contemplated hereby, and to perform its obligations and comply with all of the terms, covenants, and conditions to be performed and complied with by Buyer hereunder.
Appears in 1 contract
Samples: Asset Purchase Agreement (American Radio Systems Corp /Ma/)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer has all necessary corporate power and corporate authority to enter into this Agreement and to perform its obligations hereunder.
Appears in 1 contract
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer has all necessary the requisite corporate power and authority to enter into this Agreement own its current assets and carry on its business as currently conducted. Guarantor is a corporation duly organized, validly existing and in good standing under the laws of Delaware. Guarantor has the requisite corporate power and authority to perform own its obligations hereundercurrent assets and carry on its business as currently conducted.
Appears in 1 contract
Samples: Stock Purchase Agreement (Sirva Inc)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware. Buyer has all necessary requisite corporate power and authority to enter into execute and deliver this Agreement and the documents contemplated hereby, and to perform its obligations hereunderand comply with all of the terms, covenants, and conditions to be performed and complied with by Buyer hereunder and thereunder.
Appears in 1 contract
Samples: 1 Asset Purchase Agreement (Spanish Broadcasting System of New York Inc)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer Delaware and has all necessary the requisite corporate power and authority to enter into execute, deliver and perform this Agreement and each other agreement, document and instrument to perform its obligations hereunder.be executed or delivered by Buyer in connection with this Agreement (the “Buyer Documents”) and to carry out the transactions contemplated hereby and thereby. Prior to the Closing Date, Buyer will be qualified to do business in the State of Missouri. 4.2
Appears in 1 contract
Samples: Asset Purchase Agreement
Organization, Standing and Authority. Buyer is a corporation limited partnership duly organized, validly existing formed and in good standing under the laws of the State of Delaware. Buyer has all necessary the requisite corporate power and authority to enter into execute, deliver, and perform this Agreement and the documents contemplated hereby according to perform its obligations hereundertheir respective terms.
Appears in 1 contract
Samples: Asset Purchase Agreement (Vanguard Cellular Systems Inc)
Organization, Standing and Authority. Buyer is a corporation duly organized, limited liability company validly existing and in good standing under the laws Laws of the State of Delaware. Buyer has all necessary corporate power and authority to enter into this Agreement own, lease and operate its properties and assets and to perform carry on its obligations hereunderbusiness as now conducted.
Appears in 1 contract
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware. Buyer has all necessary corporate requisite power and authority to enter into execute and deliver this Agreement and the documents contemplated hereby, and to perform its obligations hereunderand comply with all of the terms, covenants, and conditions to be performed and complied with by Buyer hereunder and thereunder.
Appears in 1 contract
Samples: Asset Purchase Agreement (Paxson Communications Corp)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware. Buyer Maryland and has all necessary corporate the requisite power and authority to enter into execute, deliver, and perform this Purchase Agreement and the documents contemplated hereby according to perform its obligations hereundertheir respective terms and to own the Stock.
Appears in 1 contract
Samples: Stock Purchase Agreement (Sinclair Broadcast Group Inc)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware, and is, qualified to conduct business in the State of Texas. Buyer has all necessary requisite corporate power and authority to enter into execute and deliver this Agreement and the documents contemplated hereby, and to perform its obligations hereunderand comply with all of the terms, covenants, and conditions to be performed and complied with by Buyer hereunder and thereunder.
Appears in 1 contract
Samples: Asset Purchase Agreement (American Radio Systems Corp /Ma/)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer has all necessary corporate requisite power to execute, deliver, and authority to enter into perform its obligations under this Agreement and the documents contemplated hereby according to perform its obligations hereundertheir respective terms.
Appears in 1 contract
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of DelawareDelaware and is qualified to conduct business as a foreign corporation under the laws of the State of Texas. Buyer has all necessary corporate requisite power and authority to enter into execute and deliver this Agreement and the documents contemplated hereby, and to perform its obligations hereunderand comply with all of the terms, covenants, and conditions to be performed and complied with by Buyer hereunder and thereunder.
Appears in 1 contract
Samples: Asset Purchase Agreement (Spanish Broadcasting System Inc)
Organization, Standing and Authority. Buyer is a corporation corporation, duly organized, validly existing incorporated and in good standing under the laws of the State of Delaware. Buyer is duly authorized, qualified or licensed to do business as a foreign corporation and is in good standing in each jurisdiction in which the nature of its activities makes such qualifications or licensing necessary under the applicable Legal Rules. Buyer has all necessary corporate requisite power and authority to enter into this Agreement own, operate and to perform lease its obligations hereunderassets and carry out its business as presently conducted.
Appears in 1 contract
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer Delaware and has all necessary the requisite corporate power and authority to enter into execute, deliver and perform this Agreement and each other agreement, document and instrument to perform its obligations hereunderbe executed or delivered by Buyer in connection with this Agreement (the “Buyer Documents”) and to carry out the transactions contemplated hereby and thereby. Prior to the Closing Date, Buyer will be qualified to do business in the State of Missouri.
Appears in 1 contract
Organization, Standing and Authority. Buyer is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of Delaware. Buyer Delaware and has all necessary corporate full cooperate power and authority to enter into this Agreement and to perform its obligations hereunderthis Agreement.
Appears in 1 contract
Samples: Intellectual Property Rights Purchase and Transfer Agreement (Pattern Energy Group Inc.)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer has all necessary corporate power is duly authorized, qualified or licensed to do business as a foreign corporation and authority to enter into this Agreement and to perform is in good standing under the Legal Rules of each jurisdiction in which the nature of its obligations hereunderactivities makes such qualifications necessary.
Appears in 1 contract
Organization, Standing and Authority. Buyer has been duly organized and is a corporation duly organized, validly existing and in good standing as a corporation organized under the laws of the State of Delaware. Buyer has all necessary corporate the requisite power and authority to enter into this Agreement own its current assets and carry on its business as currently conducted, and is duly qualified to perform do business in each jurisdiction where the ownership or operation of its obligations hereunderproperty and assets or the conduct of its business requires such qualification.
Appears in 1 contract
Samples: Asset Purchase Agreement (Gleacher & Company, Inc.)
Organization, Standing and Authority. Buyer is a corporation limited ----------------------------------- liability company duly organized, validly existing existing, and in good standing under the laws of the State of Delaware. Buyer has all necessary the requisite corporate power and authority to enter into execute, deliver, and perform this Agreement and the documents contemplated hereby according to perform its obligations hereundertheir respective terms.
Appears in 1 contract
Samples: Asset Purchase Agreement (Price Communications Wireless Inc)
Organization, Standing and Authority. Buyer is a corporation duly ------------------------------------ organized, validly existing existing, and in good standing under the laws of the State of Delaware. Buyer has all necessary the requisite corporate power and authority to enter into execute, deliver, and perform this Agreement and the documents contemplated hereby according to perform its obligations hereundertheir respective terms. Prior to the Closing, to the extent required by law, Buyer will be qualified to do business in South Carolina.
Appears in 1 contract
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer is duly qualified or licensed to do business as a foreign entity, and is in good standing, in every jurisdiction where the failure to be so qualified or licensed would be reasonably likely to have a Material Adverse Effect on Buyer. Buyer has all necessary corporate requisite power and authority to enter into execute and deliver this Agreement and the documents contemplated hereby, and to perform its obligations hereunderand comply with all the terms, covenants and conditions to be performed and complied with by Buyer hereunder and thereunder.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Virtus Investment Partners, Inc.)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing existing, and in good standing under the laws of Delaware and has the State of Delaware. Buyer has all necessary requisite corporate power and authority to enter into execute, deliver, and perform this Agreement and the Ancillary Documents according to perform its obligations hereundertheir respective terms to consummate the transactions contemplated hereby and thereby and to own the Assets. Prior to the Closing Date, Buyer will be qualified to do business in the States in which the Stations are located.
Appears in 1 contract
Samples: Asset Purchase Agreement (Sinclair Broadcast Group Inc)
Organization, Standing and Authority. Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer has all necessary requisite corporate power and authority to enter into execute, deliver and perform this Agreement and to perform in accordance with its obligations hereunderterms.
Appears in 1 contract