Common use of Organization and Qualification of Seller Clause in Contracts

Organization and Qualification of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has the requisite corporate power to carry on its business as it is now being conducted. Seller is duly qualified to do business, and is in good standing, in the State of Texas, and in all jurisdictions where the conduct of its business would require such qualification.

Appears in 1 contract

Samples: Refinery Purchase and Sale Agreement (Delek US Holdings, Inc.)

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Organization and Qualification of Seller. Seller is a corporation limited liability company duly organized, validly existing and in good standing under the laws Laws of the State state of Delaware and has all necessary entity power and authority to own, operate or lease the requisite corporate power properties and assets now owned, operated or leased by it and to carry on its business the Business as it is now being currently conducted. Seller and each of its Subsidiaries is duly licensed or qualified to do business, business and is in good standing, standing in each jurisdiction in which the State ownership of Texas, and in all jurisdictions where the conduct Purchased Assets or the operation of its business would require the Business as currently conducted makes such qualificationlicensing or qualification necessary.

Appears in 1 contract

Samples: Asset Purchase Agreement (Triangle Petroleum Corp)

Organization and Qualification of Seller. The Seller is a corporation or limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware and has the requisite corporate power to carry on its business as it is now being conductedDelaware. The Seller is duly licensed or qualified to do business, business and is in good standing, standing in each jurisdiction in which the State ownership or use of Texas, and in all jurisdictions where the its assets or conduct of its business requires it to be so qualified or licensed and in good standing except where any such failure to be so qualified or licensed and in good standing would require such qualificationnot, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Patriot National Bancorp Inc)

Organization and Qualification of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws Laws of the State of Delaware and has the requisite all necessary corporate power and authority to own, operate or lease the properties and assets now owned, operated or leased by it and to carry on its business the Business as it is now being currently conducted. Seller is duly qualified to do business, and is in good standing, in the State of Texas, and in all jurisdictions where the conduct of its business would require such qualification.

Appears in 1 contract

Samples: Asset Purchase Agreement (SilverSun Technologies, Inc.)

Organization and Qualification of Seller. Seller is a corporation duly ---------------------------------------- organized, validly existing and in good standing under the laws of the State of Delaware and Delaware. Seller has the all requisite corporate power and authority to carry on its business operate the Business as it is now presently being conducted. operated and Seller is duly qualified to do business, business as a foreign corporation and is in good standing, in the State of Texas, and standing in all jurisdictions where failure to be so qualified or in good standing is reasonably likely, individually or in the conduct aggregate, to have a Material Adverse Effect. The Shareholders are the sole record and beneficial holders of its business would require such qualificationthe capital stock of Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Allscripts Inc /Il)

Organization and Qualification of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws Laws of the State of Delaware and has the requisite corporate power to carry on its business as it is now being conductedDelaware. Seller is duly licensed or qualified to do business, business and is in good standingstanding in each jurisdiction in which the ownership of the Purchased Assets or the operation of the Business as currently conducted makes such licensing or qualification necessary, in the State of Texas, and in all jurisdictions except where the conduct of its business failure to be so licensed, qualified or in good standing would require such qualificationnot have a Material Adverse Effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Rubicon Technology, Inc.)

Organization and Qualification of Seller. i. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware Delaware. Seller has all requisite legal power, authority and has the requisite corporate power right to own, operate, lease and license its properties and to carry on its business the Subject Businesses as it is and where the same are now being conducted. Seller is duly qualified to do business, and is in good standing, in the State of Texas, and in all jurisdictions where the conduct of its business would require such qualification.

Appears in 1 contract

Samples: Asset Purchase Agreement (Transcend Services Inc)

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Organization and Qualification of Seller. Seller is a corporation limited liability company duly organizedformed, validly existing and in good standing under the laws of the State of Delaware and has the all requisite corporate power and authority to own, license, use, lease and operate its assets and properties and to carry on its business (including the Business) as it is now being conducted. Seller is duly qualified to do business, and is in good standing, in the State of Texas, and in all jurisdictions where the conduct of its business would require such qualification.

Appears in 1 contract

Samples: Novation and Assumption Agreement (United Insurance Holdings Corp.)

Organization and Qualification of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws Laws of the State state of Delaware and has the requisite full corporate power and authority to own, operate or lease the Purchased Assets and to carry on its business the Business as it is now being conductedcurrently conducted at or on the Acquired Facilities. Seller is duly qualified to do business, business and is in good standing, standing in each jurisdiction in which the State ownership of Texas, and in all jurisdictions where the conduct Purchased Assets or the operation of its business would require the Business as currently conducted at or on the Acquired Facilities makes such qualificationqualification necessary.

Appears in 1 contract

Samples: Asset Purchase Agreement (Friedman Industries Inc)

Organization and Qualification of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws Laws of the State of Delaware and has the requisite full corporate power and authority to carry on its business as own, operate or lease the properties and assets now owned, operated or leased by it is now being conducted. Seller is duly qualified to do business, and is in good standing, in the State of Texas, and in all jurisdictions where respect of the conduct of its business would require such qualificationAcquired Brand as currently operated.

Appears in 1 contract

Samples: Asset Purchase Agreement (Kona Gold Beverage, Inc.)

Organization and Qualification of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has the all requisite corporate power and authority to own, license, use, lease and operate its assets, properties and rights and to carry on its business as it is now being conducted. Seller is duly qualified to do business, and is in good standing, in the State of Texas, and in all jurisdictions where the conduct of its business would require such qualification.

Appears in 1 contract

Samples: Master Transaction Agreement (Enstar Group LTD)

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