Due Organization and Status Sample Clauses

Due Organization and Status. Each of the Companies is a corporation duly organized, validly existing and in good standing under the Laws of the state of its organization. Each of the Companies is duly authorized to conduct business and is in good standing under the Laws of each jurisdiction where such qualification is required, except where the lack of such qualification has not had and would not reasonably be expected to have a Material Adverse Effect. Each of the Companies has full power and authority to carry on the businesses in which it is engaged and to own and use the properties owned and used by it. The Sellers have furnished to the Purchaser complete and accurate copies of the certificate of incorporation and bylaws of each of the Companies. None of the Companies is in default under or in violation of any provision of its certificate of incorporation, bylaws or other organizational documents.
Sample 1
AutoNDA by SimpleDocs
Due Organization and Status. Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware.
Sample 1
Due Organization and Status. The Company is a limited liability company duly organized, validly existing and in good standing under the laws of the state of its organization. The Company is duly authorized to conduct business and is in good standing under the laws of each jurisdiction where such qualification is required, except where the lack of such qualification would not have a material adverse effect on the financial condition of the Company taken as a whole. The Company has full corporate power and authority to carry on the businesses in which it is engaged and to own and use the properties owned and used by it.
Sample 1
Due Organization and Status. Each of the Seller, the Company and the Company Subsidiaries is an entity duly organized, validly existing and in good standing under the laws of the state of its organization. Each of the Company and the Company Subsidiaries is duly authorized to conduct business and is in good standing under the laws of each jurisdiction where such qualification is required, except where the lack of such qualification would not have a Material Adverse Effect. Each of the Company and the Company Subsidiaries has full power and authority to carry on the businesses in which it is engaged and to own and use the properties owned and used by it. The copies of the Organizational Documents of the Company and the Company Subsidiaries, all of which have been furnished to the Purchaser, reflect all amendments made thereto and are true, complete and correct. The minute books (containing the records of meetings of the stockholders, partners, the board of directors or the managers of the Company and the Company Subsidiaries (as applicable), all of which have been furnished to the Purchaser) are true, complete and correct in all material respects. The stock certificate books and stock record books or similar books and records of the Company and each Company Subsidiary, all of which have been furnished to the Purchaser, are true, complete, and correct in all material respects.
Sample 1

Related to Due Organization and Status

  • Organization and Status Purchaser (a) is duly formed, validly existing and in good standing under the laws of the jurisdiction of its formation as set forth in the preamble to this Agreement, (b) is duly qualified, authorized to do business and in good standing in each other jurisdiction where the character of its properties or the nature of its activities makes such qualification necessary, and (c) has all requisite power and authority to own or hold under lease the property it purports to own or hold under lease and to carry on its business as now being conducted. Purchaser has made available to Seller complete and correct copies of the Organization Documents for Purchaser.

  • Due Organization Such Stockholder, if a corporation or other entity, has been duly organized, is validly existing and is in good standing under the laws of the state of its formation or organization.

  • Due Organization, etc Parent is a company duly organized and validly existing under the laws of the jurisdiction of its incorporation. Parent has all necessary corporate power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby by Parent have been duly authorized by all necessary action on the part of Parent.

  • Due Organization and Good Standing Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware. Purchaser is qualified to transact business in each jurisdiction in which such qualification is deemed necessary.

  • Due Organization and Qualification Borrower and each Subsidiary is a corporation duly existing and in good standing under the laws of its state of incorporation and qualified and licensed to do business in, and is in good standing in, any state in which the conduct of its business or its ownership of property requires that it be so qualified.

  • Due Organization and Power Each Security Party is duly formed and is validly existing in good standing under the laws of its jurisdiction of incorporation or formation, has full power to carry on its business as now being conducted and to enter into and perform its obligations under this Agreement, the Note and the Security Documents to which it is a party, and has complied with all statutory, regulatory and other requirements relative to such business and such agreements;

  • Corporate Organization and Qualification Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Buyer has the requisite 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.

  • Corporate Organization and Good Standing The Company is a corporation ---------------------------------------- duly organized, validly existing, and in good standing under the laws of the State of Delaware and is duly qualified and in good standing in all other states where the nature of its business or operations or the ownership of its property requires such qualification.

  • Due Organization and Qualification; Subsidiaries (a) Each Loan Party (i) is duly organized and existing and in good standing under the laws of the jurisdiction of its organization, (ii) is qualified to do business in any state where the failure to be so qualified could reasonably be expected to result in a Material Adverse Effect, and (iii) has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as proposed to be conducted, to enter into the Loan Documents to which it is a party and to carry out the transactions contemplated thereby.

  • Due Organization; Good Standing The Company is duly created, validly existing and in good standing as a statutory trust under the laws of the State of Delaware.

Time is Money Join Law Insider Premium to draft better contracts faster.