Common use of Organization and Standing of Buyer Clause in Contracts

Organization and Standing of Buyer. Buyer is a duly organized and validly existing limited partnership, in good standing under the laws of the State of Delaware, and has all requisite power and authority, partnership and otherwise, to own, lease, use and operate its properties as now conducted. Buyer (or a wholly-owned subsidiary of Buyer that is designated by Buyer pursuant to Section 12.3 to carry out all or part of the Transaction) is duly qualified to do business and is in good standing as a foreign corporation in the State of Ohio.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Six Flags Inc), Asset Purchase Agreement (Cedar Fair L P)

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Organization and Standing of Buyer. Buyer is a limited liability company duly organized and organized, validly existing limited partnership, and in good standing under the laws of the State of Delaware, and . Buyer has all requisite limited liability company power and authority, partnership and otherwise, authority necessary to own, lease, use enable it to own and operate its properties and to conduct its business as now being conducted and presently proposed to be conducted. Buyer (or a wholly-owned subsidiary of Buyer that is designated by Buyer pursuant to Section 12.3 to carry out all or part of the Transaction) is duly qualified to do business and is in good standing as a foreign corporation in the State of Ohio.

Appears in 1 contract

Samples: Acquisition Agreement (Hiland Partners, LP)

Organization and Standing of Buyer. Buyer is a duly organized and validly existing limited partnershipcorporation, in good standing under the laws of the State of Delaware, and has all requisite power and authority, partnership corporate and otherwise, to own, lease, use and operate its properties as now conducted. Buyer (or a wholly-owned subsidiary of Buyer that is designated by Buyer pursuant to Section 12.3 to carry out all or part of the Transactiontransactions contemplated hereby) is duly qualified to do business and is in good standing as a foreign corporation in the State of Ohio.

Appears in 1 contract

Samples: Asset Purchase Agreement (Six Flags Inc)

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Organization and Standing of Buyer. Buyer is a corporation duly organized and organized, validly existing limited partnership, and in good standing under the laws of the State of Delaware, and . Buyer has all requisite corporate power and authority, partnership and otherwise, authority necessary to own, lease, use enable it to own and operate its properties and to conduct its business as now being conducted and presently proposed to be conducted. Buyer (or a wholly-owned subsidiary of Buyer that is designated by Buyer pursuant to Section 12.3 to carry out all or part of the Transaction) is duly qualified to do business as a foreign corporation and is in good standing as in each jurisdiction in which the failure to so qualify would have a foreign corporation in the State of OhioBuyer Material Adverse Effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Icx Technologies Inc)

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