Representations and Warranties of EVRO Subsidiary and/or Purchaser. EVRO Subsidiary and Purchaser each represents and warrants to the Company that:
(a) Corporate Organization and Qualification. Each of Purchaser and EVRO Subsidiary are corporations duly organized, validly existing and in good standing under the laws of Florida, their respective jurisdiction of incorporation and are in good standing as foreign corporations in each jurisdiction where the properties owned, leased or operated, or the business conducted, by them require such qualification except for such failure, which when taken together with all other such failures, would not have a material adverse effect on the properties, financial condition or results of operations of either Purchaser or EVRO Subsidiary and its subsidiaries taken as a whole.
