Common use of Valid Existence; Power and Authority Clause in Contracts

Valid Existence; Power and Authority. Seller (A) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization; (B) is duly qualified to conduct business and is in good standing in each other jurisdiction where its ownership or lease of property or the conduct of its business requires such qualification and where the failure to be so qualified or in good standing would have a Material Adverse Effect; (C) has all requisite power and authority to execute, deliver and perform its obligations under this Agreement; and (D) is able to perform its obligations under this Agreement and the First Tier Agreement.

Valid Existence; Power and Authority. Such Seller (A) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization; (B) is duly qualified to conduct business and is in good standing in each other jurisdiction where its ownership or lease of property or the conduct of its business requires such qualification and where the failure to be so qualified or in good standing would have a Material Adverse Effect; (C) has all requisite power and authority to execute, deliver and perform its obligations under this Agreement; and (D) is able to perform its obligations under this Agreement and the First Tier Agreement.

Valid Existence; Power and Authority. Each Seller (A1) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization; (B2) is duly qualified to conduct business and is in good standing in each other jurisdiction where its ownership or lease of property or the conduct of its business requires such qualification and where the failure to be so qualified or in good standing would could not reasonably be expected to have a Material Adverse Effect; (C3) has all requisite power and authority to execute, deliver and perform its obligations under this Agreement; and (D4) is able to perform its obligations under this Agreement and the First Tier Agreement.

Valid Existence; Power and Authority. Seller (A) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization; (B) is duly qualified to conduct business and is in good standing in each other jurisdiction where its ownership or lease of property or the conduct of its business requires such qualification and where the failure to be so qualified or in good standing would have a Material Adverse Effect; and (C) has all requisite power and authority to execute, deliver and perform its obligations under this Agreement; and (D) is able to perform its obligations under this Agreement and the First Tier Agreement.