Common use of Organization and Power Clause in Contracts

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware and has all requisite power and authority to enter into and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 9 contracts

Sources: Purchase and Sale Agreement (Moody National REIT II, Inc.), Agreement of Purchase and Sale (Moody National REIT II, Inc.), Agreement of Purchase and Sale (Moody National REIT II, Inc.)

Organization and Power. Seller is a limited liability company partnership, duly organized, organized and validly existing and in good standing under the laws of Delaware the State of Delaware, qualified to do business in the state in which the Real Property is located, and has all requisite power powers to carry on its business as now conducted and authority to enter into and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 6 contracts

Sources: Purchase and Sale Agreement (Apple REIT Eight, Inc.), Purchase and Sale Agreement (Apple REIT Eight, Inc.), Purchase and Sale Agreement (Apple REIT Seven, Inc.)

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware and has all requisite power and authority to enter into and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 5 contracts

Sources: Purchase and Sale Agreement (Ashford Hospitality Trust Inc), Purchase and Sale Agreement (Ashford Hospitality Trust Inc), Purchase and Sale Agreement (Ashford Hospitality Trust Inc)

Organization and Power. Seller is a limited liability company company, duly organized, validly existing and in good standing under the laws of Delaware and the State of Delaware. Seller has all requisite limited liability company power and authority to enter into execute, deliver and perform its obligations hereunder under this Agreement and under any document or instrument required each of the Ancillary Agreements to be executed which it is party and delivered on behalf of Seller hereunderto consummate the transactions contemplated hereby and thereby.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Utz Brands, Inc.), Stock Purchase Agreement (Utz Brands, Inc.)

Organization and Power. Seller is a limited liability company partnership, duly organized, organized and validly existing and in good standing under the laws of Delaware the State of Delaware, qualified to do business in the state in which the Real Properties is located, and has all requisite power powers to carry on its business as now conducted and authority to enter into and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 2 contracts

Sources: Purchase and Sale Agreement (Apple REIT Nine, Inc.), Purchase and Sale Agreement (Apple REIT Eight, Inc.)

Organization and Power. The Seller is a limited liability company corporation duly organized, validly existing and in good standing under the laws of Delaware the State of Delaware, and has all requisite corporate power and authority to enter into execute and deliver this Agreement, to perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunderconsummate the transactions contemplated hereby.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Doubletree Corp), Securities Purchase Agreement (Doubletree Corp)

Organization and Power. Seller is a limited liability company corporation duly organizedincorporated, validly existing and in good standing under the laws of the state of Delaware and has all the requisite corporate power and authority to sell, assign, convey, transfer and deliver the Acquired Shares and to enter into this Agreement and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Citigroup Inc), Stock Purchase Agreement (Enherent Corp)

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware Law, and Seller has all requisite limited liability company power and authority to enter into own and perform operate its obligations hereunder properties and under any document or instrument required to be executed and delivered carry on behalf of Seller hereunderits business as now conducted.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Fat Brands, Inc), Stock Purchase Agreement (Fat Brands, Inc)

Organization and Power. Seller (a) is a limited liability company corporation duly organizedincorporated, validly existing and in good standing under the laws Laws of Delaware the State of Delaware; and (b) has all the requisite corporate power and authority to enter into execute, deliver and perform its obligations hereunder this Agreement and under any document or instrument required the other Transaction Documents to be executed which it is a party and delivered on behalf of Seller hereunderto consummate the Contemplated Transactions.

Appears in 1 contract

Sources: Membership Unit Purchase Agreement (NovaBay Pharmaceuticals, Inc.)

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws Laws of the State of Delaware and has all requisite limited liability company power and authority to enter into own, lease or operate all of its properties and perform assets and to carry on its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunderbusiness as it is now being conducted.

Appears in 1 contract

Sources: Purchase Agreement (Amsurg Corp)

Organization and Power. Seller is a limited liability company corporation duly organized, validly existing and in good standing under the laws of Delaware and the state of Delaware. Seller has all requisite corporate power and authority to enter into and perform its obligations hereunder and under any document or instrument required to be executed and delivered carry on behalf of Seller hereunderthe Included Businesses as presently conducted.

Appears in 1 contract

Sources: Asset Purchase Agreement (Tegal Corp /De/)

Organization and Power. Seller is a limited liability company corporation duly organized, validly existing and in good standing under the laws of Delaware and the State of Delaware. Seller has all requisite full power and authority to enter into own its properties and perform its obligations hereunder conduct the business presently being conducted by it. Each Seller Party has full legal power, authority and under any document or instrument required capacity to be executed execute this Agreement and delivered on behalf of Seller hereunderto consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (Tangoe Inc)

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware and Delaware. Seller has all requisite full power and authority to enter into own its properties and perform its obligations hereunder conduct the Business. Seller has full legal power, authority and under any document or instrument required capacity to be executed execute this Agreement and delivered on behalf of Seller hereunderto consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (Open Solutions Inc)

Organization and Power. The Seller is a limited liability company company, duly organized, validly existing and in good standing under the laws of Delaware and has all requisite the State of Delaware, with full limited liability company power and authority to enter into this Agreement and perform its the Seller’s obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 1 contract

Sources: Securities Purchase Agreement (Vertiv Holdings Co)

Organization and Power. Seller is a limited liability company corporation duly organizedincorporated, validly existing and in good standing under the laws of Delaware and Laws Delaware. Seller has all requisite full power and authority to enter into execute, deliver and perform its obligations hereunder this Agreement and under any document or instrument required to be executed and delivered on behalf of Seller hereunderconsummate the Contemplated Transactions.

Appears in 1 contract

Sources: Stock Purchase Agreement (Select Medical Corp)

Organization and Power. Seller is a limited liability company corporation duly organizedincorporated, validly existing and in good standing under the laws of the state of Delaware and has all the requisite corporate power and authority to sell, assign, convey, transfer and deliver the Acquired Shares and Warrant and to enter into this Agreement and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 1 contract

Sources: Stock Purchase Agreement (Enherent Corp)

Organization and Power. Seller is a limited liability company duly organizedformed, validly existing and in good standing under the laws Laws of the state of Delaware and qualified to do business in the State of New York. Seller has all requisite the full power and authority to enter into execute and deliver this Agreement and the Ancillary Documents to which it is a party, to perform its obligations hereunder and under any document or instrument required thereunder and to be executed and delivered on behalf of Seller hereunderconsummate the Contemplated Transactions.

Appears in 1 contract

Sources: Stock Purchase Agreement (Sl Green Realty Corp)

Organization and Power. The Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware and has all requisite corporate power and authority to enter into own and perform operate its obligations hereunder properties and under any document or instrument required to be executed and delivered carry on behalf of Seller hereunderits business as presently conducted.

Appears in 1 contract

Sources: Stock Purchase Agreement (Providence Service Corp)

Organization and Power. The Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware the State of Delaware, and has all requisite full limited liability company power and authority to enter into this Agreement and each Transaction Document to which it is or will be a party, to perform its obligations hereunder and under any document or instrument required thereunder, and to be executed consummate the transactions contemplated hereby and delivered on behalf of Seller hereunderthereby.

Appears in 1 contract

Sources: Securities Purchase Agreement (Novanta Inc)

Organization and Power. Seller is a limited liability company duly organizedformed, validly existing and limited liability company, in good standing under the laws of Delaware the State of Delaware, and is qualified to do business in the Commonwealth of Virginia, and has all requisite power and authority to enter into and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunderown the Property as currently owned.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Comstock Homebuilding Companies, Inc.)

Organization and Power. Seller is a limited liability company duly organizedformed, validly existing and in good standing under the laws Laws of Delaware and the State of Delaware. Seller has all requisite full limited liability company power and authority to enter into execute, deliver and perform its obligations hereunder this Agreement and under any document the Ancillary Agreements to which Seller is or instrument required will be a party and to be executed and delivered on behalf of Seller hereunderconsummate the Contemplated Transactions.

Appears in 1 contract

Sources: Merger Agreement (Turtle Beach Corp)

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware and has all requisite the State of Delaware, with full limited liability company power and authority to enter into this Agreement and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 1 contract

Sources: Stock Purchase Agreement (Pinnacle Foods Finance LLC)

Organization and Power. Seller is a limited liability corporation company duly organized, validly existing and in good standing under the laws Laws of Delaware and the State of Delaware. Seller has all requisite the full power and authority to enter into own its property and perform to carry on its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunderbusiness as presently conducted.

Appears in 1 contract

Sources: Asset Purchase Agreement (Arcadia Biosciences, Inc.)

Organization and Power. Seller (a) is a limited liability company corporation duly organized, validly existing and in good standing under the laws Laws of Delaware the state of Delaware, and has all requisite corporate power and authority to enter into own, lease and perform operate its obligations hereunder properties and under any document to carry on its business as currently conducted and (b) is qualified to do business and in good standing in every jurisdiction in which its ownership of property or instrument required the conduct of business as now conducted requires it to be executed and delivered on behalf of so qualified, except where the failure to be so qualified would not reasonably be expected to have a Seller hereunderMaterial Adverse Effect.

Appears in 1 contract

Sources: Asset Purchase Agreement (NantHealth, Inc.)

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws Laws of Delaware and has all requisite the State of Delaware, with full limited liability company power and authority to enter into this Agreement and each of the Ancillary Agreements to which it is a party and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunderthereunder.

Appears in 1 contract

Sources: Membership Purchase Agreement (Agfeed Industries, Inc)

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware and is duly qualified to do business in each jurisdiction in which the failure to so qualify would reasonably be expected to have a Material Adverse Effect. Seller has all requisite full power and authority to enter into execute and deliver this Agreement and the Seller Documents to which it is a party and to perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunderthereunder.

Appears in 1 contract

Sources: Asset Purchase Agreement (KMG Chemicals Inc)

Organization and Power. Seller is a limited liability company partnership, duly organized, organized and validly existing and in good standing under the laws of Delaware the State of Delaware, qualified to do business in the states in which the Properties are located, and has all requisite power powers to carry on its business as now conducted and authority to enter into and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Apple REIT Seven, Inc.)

Organization and Power. Each Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware and has all requisite power and authority to enter into and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of the Seller hereunder.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Moody National REIT I, Inc.)

Organization and Power. Seller is a limited liability company company, duly organizedformed, validly existing and in good standing under the laws Laws of Delaware and has all requisite necessary limited liability company power and authority to enter into enable it to execute, deliver and perform its obligations hereunder this Agreement and under any document or instrument required the Ancillary Documents and to be executed consummate the transactions contemplated hereby and delivered on behalf of Seller hereunderthereby.

Appears in 1 contract

Sources: Interest Purchase Agreement (Vera Bradley, Inc.)

Organization and Power. Each Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware and has all requisite power and authority to enter into and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 1 contract

Sources: Agreement of Purchase and Sale (Moody National REIT II, Inc.)

Organization and Power. Seller is a limited liability company partnership duly organized, validly existing and in good standing under the laws Laws of Delaware the State of Delaware, and has all requisite limited partnership power and authority to enter into execute, deliver and perform its obligations hereunder this Agreement and under any document the Ancillary Documents to which it is, or instrument required at the Closing will be, a party and to be executed and delivered on behalf of Seller hereunderconsummate the Contemplated Transactions.

Appears in 1 contract

Sources: Securities Purchase Agreement (Perimeter Solutions, Inc.)

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware and has the State of Delaware, with all requisite power and authority to enter into this Agreement and any other Transaction Documents to which it is a party, to perform its obligations hereunder and under any document or instrument required thereunder and to be executed consummate the transactions contemplated hereby and delivered on behalf of Seller hereunderthereby.

Appears in 1 contract

Sources: Unit Purchase Agreement (Boston Beer Co Inc)

Organization and Power. Seller is a limited liability company partnership duly organizedformed, validly existing and in good standing under the laws of Delaware and the State of Delaware. Seller has all the requisite limited partnership power and authority to enter into execute and deliver this Agreement and to perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 1 contract

Sources: Stock Purchase Agreement (Signet Jewelers LTD)

Organization and Power. Seller is a limited liability company corporation duly organized, organized and validly existing and in good standing under the laws of Delaware and the State of Delaware. Seller has all requisite full power and authority to enter into own its properties and perform its obligations hereunder conduct the business presently being conducted by it. Seller has full legal power, authority and under any document or instrument required capacity to be executed execute this Agreement and delivered on behalf of Seller hereunderto consummate the transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (Owosso Corp)

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws Laws of Delaware and has all requisite the State of Delaware, with full limited liability company power and authority to enter into this Agreement and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 1 contract

Sources: Stock Purchase Agreement (Lci Industries)

Organization and Power. The Seller is a limited liability company duly organized, validly existing and in good standing under the laws Laws of Delaware and Delaware. The Seller has all requisite full power and authority to enter into execute, deliver and perform its obligations hereunder this Agreement and under any document or instrument required the Transaction Documents to be executed which it is a party and delivered on behalf of Seller hereunderto consummate the Contemplated Transactions.

Appears in 1 contract

Sources: Redemption Agreement (James River Group Holdings, Ltd.)

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware and has all requisite the State of Delaware, with full power and authority to enter into this Agreement and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 1 contract

Sources: Equity Purchase Agreement (Schweitzer Mauduit International Inc)

Organization and Power. Seller is a duly organized limited liability company duly organizedcompany, validly existing and in good standing under the laws Laws of Delaware and has all requisite the state of its organization, with full organizational power and authority to enter into and this Agreement, perform its obligations hereunder and under any document or instrument required each Transaction Document to be executed which Seller is a party and delivered on behalf of Seller hereunderto consummate the transactions contemplated hereby and thereby.

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (GPB Holdings II, LP)

Organization and Power. Seller is a limited liability company partnership duly organizedformed, validly existing and in good standing under the laws of the State of Delaware and has all requisite power powers and authority to carry on its business as now conducted and to enter into and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Hudson Hotels Trust)

Organization and Power. Seller is a limited liability company corporation duly organizedincorporated, validly existing and in good standing under the laws of Delaware and has all requisite the State of Delaware, with full corporate power and authority to enter into this Agreement and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (Smart Sand, Inc.)

Organization and Power. The Seller is a limited liability company duly organized, validly existing and in good standing under the laws Laws of Delaware and has all requisite the State of Delaware, with full organizational power and authority to enter into this Agreement and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.

Appears in 1 contract

Sources: Stock Purchase Agreement (TELUS International (Cda) Inc.)

Organization and Power. Seller is a limited liability company duly organized, validly existing and in good standing under the laws Laws of Delaware and has all requisite the State of Delaware, with full limited liability company power and authority to enter into execute and deliver this Agreement and each of the Ancillary Agreements to be executed by Seller in connection with the transactions contemplated by this Agreement (the “Seller Documents”), to perform its obligations hereunder and under any document or instrument required thereunder and to be executed consummate the transactions contemplated hereby and delivered on behalf of Seller hereunderthereby.

Appears in 1 contract

Sources: Merger Agreement (BigBear.ai Holdings, Inc.)

Organization and Power. Seller is a limited liability company partnership, and Seller is duly organized, validly existing and in good standing under the laws Delaware Revised Uniform Limited Partnership Act or other applicable Laws of Delaware and its state of formation or organization. By obtaining the approval of its general partner, Seller has all requisite full power and authority under its organizational documents to enter into execute and deliver this Agreement and the other Transaction Documents to which it is or will at the Closing be a party and to perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunderthereunder.

Appears in 1 contract

Sources: Stock Purchase Agreement (Leggett & Platt Inc)