Common use of Corporate Organization Clause in Contracts

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate power and authority to carry on its business as now being conducted.

Corporate Organization. (a) Seller is a corporation duly organizedincorporated, validly existing and in good standing under the respective laws of its jurisdiction the State of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedNorth Carolina. Seller has full the corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted, and is duly licensed or qualified to do business 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.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified the British Virgin Islands and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full all requisite corporate power and authority to carry on its business as now being conductedconducted and to own its properties and is duly licensed or qualified and in good standing as a foreign corporation in each jurisdiction in which it is required to be so licensed or so qualified, except where the failure to be so licensed or so qualified would not have a material adverse effect on the financial condition, assets, liabilities (contingent or otherwise), results of operations, business or business prospects of Seller.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has Switzerland with full corporate power and authority to own and operate its properties and assets and carry on its business as now being currently conducted.

Corporate Organization. Seller is a corporation duly organized, validly existing existing, and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each the jurisdiction in which the character of the properties its incorporation and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full all requisite corporate power and corporate authority to own, lease, and operate the Assets and to carry on its business the Business as now being conducted. No actions or proceedings to dissolve Seller are pending.

Corporate Organization. (a) Seller is a corporation commercial bank duly organizedincorporated, validly existing and in good standing under the respective laws of its jurisdiction the State of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedNorth Carolina. Seller has full the corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted, and is duly licensed or qualified to do business 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.

Corporate Organization. (a) The Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified incorporation and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate all requisite power and authority to carry on its business as it is now being conductedconducted and to own, lease and operate its properties and assets as and in the places where such business is now conducted and where such properties and assets are now owned, leased or operated.

Corporate Organization. To Seller's Knowledge, Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction the state of incorporationUtah, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full all requisite corporate power and authority to carry on own and lease its properties and assets and to conduct its business as now being conducted.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing as a commercial bank organized under the laws of each jurisdiction in which the character State of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedNew York. Seller has full all requisite corporate power and authority authority, and all necessary authorizations, approvals and orders of and from all governmental regulatory officials and bodies, to carry on own and operate its properties and to conduct its business as now a commercial bank in the manner in which it is presently being conducted.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction the Province of incorporation, is duly qualified Ontario and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate power and authority to carry on its current business as now being conductedand to own, use and sell its assets and properties, including Seller's Technology.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction the Commonwealth of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedPennsylvania. Seller has full corporate power and authority to carry on its business the Business as now being conducted.

Corporate Organization. (a) Seller is a corporation duly organizedincorporated, validly existing and in good standing under the respective laws of its jurisdiction the State of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedIndiana. Seller has full the corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted, and is duly licensed or qualified to do business 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.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction state of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller (i) has full the corporate power and authority to own or lease all of its properties and assets, to carry on its business as it is now being conductedconducted and to perform all its obligations under all contracts, leases, agreements and other arrangements applicable to the Business, and (ii) is duly licensed or qualified to do business and in good standing in the State of Oregon.

Corporate Organization. (a) Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction the State of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedOregon. Seller has full all requisite corporate power and authority to carry on its business the Business as the same is now being conductedconducted and to own, lease and operate it's properties and assets in the places where such business is now conducted and where such properties and assets are now owned, leased or operated.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its the jurisdiction of its incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full all requisite corporate power and corporate authority to own, lease and operate the Assets and to carry on its business the Business as now being conducted. No actions or proceedings to dissolve Seller are pending.

Corporate Organization. The Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full all requisite corporate power and authority to carry on own its properties and assets and to conduct its business as now being conducted. Copies of the Certificate of Incorporation and By-laws of the Seller, with all amendments thereto to the date hereof, have been furnished to the Buyer or its representatives, and such copies are accurate and complete as of the date hereof.

Corporate Organization. Seller is a corporation duly organized, organized legal entity validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified organization and is in good standing under has the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate power and authority to carry on enter into this Agreement, to perform its business as now being conductedobligations hereunder and to consummate the transactions contemplated hereby.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction the State of incorporationNevada, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has USA with full corporate power and authority to own and operate its properties and assets and carry on its business as now being currently conducted.

Corporate Organization. The Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its the jurisdiction of incorporationset forth in the Parties description above, is duly qualified and is in good standing under has the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate power and authority to carry on its business the Business as now being conducted, and is duly qualified to conduct business and is in good standing in each jurisdiction in which such qualification is necessary under the applicable laws of such jurisdiction.

Corporate Organization. (a) Seller is a corporation duly organized, validly existing and in good standing under the respective laws of the state of its jurisdiction of incorporation, is duly qualified incorporation and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate power and authority and all governmental licenses, authorizations, permits, consents and approvals required to carry on its business as it is now being conductedconducted and to own the properties and assets it now owns. Seller has heretofore delivered to Buyer a true and complete copy of the Certificate of Incorporation of Seller as currently in effect.

Corporate Organization. Seller is a corporation duly organized, organized and validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each the jurisdiction in which of its organization. Subject to any necessary authority from the character of Court, including the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Sale Order, Seller has full all requisite corporate power and authority to carry on own its business as now being conductedproperties and assets and to consummate the transactions contemplated hereby.

Corporate Organization. Seller is a corporation limited liability company duly organized, validly existing existing, and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each the jurisdiction in which the character of the properties its organization and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate all requisite power and authority to own and operate the Assets and to carry on its business the Business as now being conducted. No actions or proceedings to dissolve Seller are pending. Seller is duly qualified or licensed to do business as a foreign entity and is in good standing in each of the jurisdictions in which it owns or operates the Assets or in which such qualification or licensing is required for the conduct of the Business.

Corporate Organization. The Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its the jurisdiction of its incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full all requisite corporate power and authority to carry on own its properties and assets and to conduct its business as now being conducted. Copies of the corporate Charter and By-laws of the Seller, with all amendments thereto to the date hereof, have been furnished to the Buyer or its representatives, and such copies are accurate and complete as of the date hereof.

Corporate Organization. (a) Seller is a corporation corporation, duly organized, validly existing and in good standing under the respective laws of its jurisdiction the State of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedNevada. Seller has full corporate power legal power, right and authority to carry on its business as such is now being conducted.

Corporate Organization. The Seller is a corporation duly organized, validly existing existing, and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character Commonwealth of Massachusetts and has the power to own, lease and operate its properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate power and authority to carry on its business as now being conducted. The Seller is duly qualified to do business as a foreign corporation in those jurisdictions, and the Seller is licensed or qualified to conduct its business or own its property in those jurisdictions where the failure to be so licensed or qualified would have a material adverse effect on the Division.

Corporate Organization. Seller is a corporation duly organized, ---------------------- validly existing existing, and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each the jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate power and authority to carry on its business as now being conductedincorporation.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of the State of Virginia and has all necessary corporate powers to own its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate power and authority to carry on its business as now being conductedthe Business.

Corporate Organization. Seller is a corporation duly organized, organized and validly existing and in good standing under the respective laws Laws of the jurisdiction of its jurisdiction of incorporationorganization. Subject to any necessary authority from the Bankruptcy Court, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate all requisite power and authority to carry on own its properties and assets and to conduct its business as now being conductedconducted and to perform all of its obligations under this Agreement.

Corporate Organization. The Seller is a corporation duly organized, organized and validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties Netherlands and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full all requisite corporate power and authority to own, lease and operate its properties and to carry on its business as now being conducted.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction the State of incorporationNew York, is duly qualified and is in good standing under has the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full requisite corporate power and authority to own, lease or otherwise hold the assets owned, leased and held by it and to carry on its the Business as currently conducted by it. Seller is duly qualified to conduct business as now being conducteda foreign corporation in the states listed on Schedule 3.1 hereto.

Corporate Organization. Seller is a corporation duly organizedincorporated and validly existing and in good standing under the corporate laws of the State of Indiana. The Company is a corporation duly incorporated, validly existing and in good standing under the respective corporate laws of its jurisdiction the State of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate power and authority to carry on its business as now being conductedUtah.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction of incorporation, incorporation and is duly qualified and is or licensed as a foreign corporation authorized to do business in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it it, or the nature of the business now conducted by it requires it to be so licensed or qualified, and where the failure to be so licensed or qualified would have a material and adverse effect on its business, operations or financial results. Seller has full corporate power and authority to carry on its business as now being conducted.

Corporate Organization. Seller is a corporation duly organized, validly existing existing, and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character The Commonwealth of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedMassachusetts. Seller has full the requisite corporate power and authority to own the Acquired Assets and to carry on its business business, as the same is now being conducted. Except as set forth in Section 4.1 of the Disclosure Schedule, Seller has no subsidiaries or Affiliates. The Shareholders collectively own all of the outstanding shares of the Seller.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction the Commonwealth of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedVirginia. Seller has full corporate the power and authority to own its properties, to carry on its business as now being conductedcurrently conducted and to effect the transactions contemplated herein.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction the Commonwealth of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedMassachusetts. Seller has full the requisite corporate power and authority to carry on its business own, operate and lease the Acquired Assets and to conduct the operations of Seller’s Xenation Business as now being presently conducted.

Corporate Organization. (a) Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction the State of incorporation, Texas and is duly qualified and is or licensed as a foreign corporation authorized to do business in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedqualified and where the failure to be so licensed or qualified would have a material adverse effect on the Business. Seller has full corporate power and authority to carry on its business the Business as now being conducted.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full all requisite corporate power and authority to carry on own the Assets and to conduct its business as now being conducted.

Corporate Organization. Seller is a corporation an association duly organized, validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedUnited States. Seller has full corporate the power and authority to own its properties, to carry on its business as now being conductedcurrently conducted and to effect the transactions contemplated herein.

Corporate Organization. (a) Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction the State of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedMississippi. Seller has full the corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted.conducted and is duly licensed or qualified to do business and is in good standing in each jurisdiction in which the nature of the business

Corporate Organization. Seller is a corporation duly ----------------------- organized, validly existing and in good standing under the respective laws of its the jurisdiction of its incorporation, is duly qualified with all requisite power and is in good standing under the laws of each jurisdiction in which the character of the authority (corporate and other) to own its properties and assets now owned or held by it or the nature of the business now conducted by it requires it and to be so licensed or qualified. Seller has full corporate power and authority to carry on conduct its business as now being conducted.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing as a stock savings association organized under the laws of each jurisdiction in which the character of the properties and assets now owned or held by United States; it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full all requisite corporate power and authority authority, and all necessary authorizations, approvals and orders of and from all governmental regulatory officials and bodies, to carry on own and operate its properties and to conduct its business as now a savings association in the manner in which it is presently being conducted.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction the State of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualifiedIndiana. Seller has full corporate power and authority to carry on its business as now being conductedconducted and to own the properties and assets it now owns; is duly qualified or licensed to do business as a foreign corporation and is in good standing in each jurisdiction in which such qualification is required, except where the failure to be so qualified does not have a material adverse effect on the business, operations or financial condition of the Carbon Products Business or the Purchased Assets.

Corporate Organization. Seller is a corporation duly organized, validly existing and in good standing under the respective laws of its jurisdiction of incorporation, is duly qualified and is in good standing under the laws of each jurisdiction in which the character of the properties and assets now owned or held by it or the nature of the business now conducted by it requires it to be so licensed or qualified. Seller has full corporate power and authority to carry on its business as now being conducted.