Common use of Organization and Standing of the Company Clause in Contracts

Organization and Standing of the Company. The Company is a duly organized and validly existing corporation in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the corporate power and authority to enter into this Agreement, and is in good standing in such other states of jurisdictions as is necessary to enable it to carry on its business.

Organization and Standing of the Company. The Company is a corporation duly organized and organized, validly existing corporation and in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the all requisite corporate power and authority to enter into this Agreement, own and is in good standing in such other states of jurisdictions as is necessary to enable it operate its properties and to carry on its businessbusiness as now conducted and as proposed to be conducted.

Organization and Standing of the Company. The Company is a corporation duly organized and organized, validly existing corporation and in good standing under the laws of the State of Delaware with adequate Delaware. Copies of the Company's Articles of Incorporation and By-Laws, and all amendments thereof to date, have been delivered to Buyer and are complete and correct. The Company has the power and authority to own the property and assets now owned by it and to conduct the business in which it is now engaged and has the corporate power and authority to enter into this Agreement, and is in good standing in such other states of jurisdictions as is necessary to enable it to carry on its businesspresently being conducted by it.

Organization and Standing of the Company. The Company is a duly organized and organized, validly existing corporation and in good standing under the laws of the State of Delaware with adequate and has all requisite power and authority to conduct the business in which it is now engaged own and has the corporate power and authority to enter into this Agreementoperate its properties, and is in good standing in such other states of jurisdictions as is necessary to enable it to carry on its businessbusiness as now conducted and to enter into and, as applicable, perform its obligations hereunder.

Organization and Standing of the Company. The Company is a corporation duly organized and incorporated, validly existing corporation and in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the corporate power and authority to enter into this Agreement, and is in good standing in such other states of jurisdictions as is necessary to enable it to carry on its businessDelaware.

Organization and Standing of the Company. The Company is a corporation duly organized and organized, validly existing corporation and in good standing under under, and by virtue of, the laws of the State of Delaware with adequate power Delaware, and authority to conduct the business in which it is now engaged and Company has the all requisite corporate power and authority to enter into this Agreement, own its properties and is in good standing in such other states of jurisdictions as is necessary to enable it assets and to carry on its businessbusiness as now conducted.

Organization and Standing of the Company. The Company is a corporation duly organized and organized, validly existing corporation and in good standing under the laws of the State of Delaware with adequate and has all requisite power and authority to own and lease its properties and assets and to conduct the its business in which it as now conducted. The Company is now engaged and has the corporate power and authority qualified to enter into this Agreement, do business as a foreign corporation and is in good standing in such other states where the conduct of jurisdictions as is necessary its business or its ownership or leasing of property requires such qualification or where the failure to enable it to carry so qualify would have a material adverse effect on its businessthe Company's financial condition.

Organization and Standing of the Company. The Company is a duly organized and validly existing corporation in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the corporate power and authority to enter into this AgreementAgreement and each of the Exhibits attached hereto, and is in good standing duly qualified and licensed to do business as a foreign corporation in such other states of or jurisdictions as is necessary to enable it to carry on its business, except where failure to do so would not have a material adverse effect on its business.

Organization and Standing of the Company. The Company is a duly organized and validly existing corporation in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the corporate power and authority to enter into this Agreement. Each of the Company’s subsidiaries is duly organized, validly existing and is in good standing under the laws of the jurisdiction of their organization. Each of the Company and its subsidiaries are duly qualified to conduct business and are in good standing as a foreign corporation in each jurisdiction where such other states of jurisdictions as qualification is necessary to enable it to carry on its businessrequired.

Organization and Standing of the Company. The Company is a ---------------------------------------- duly organized and validly existing corporation in good standing under the laws of the State state of Delaware with adequate the power and authority to conduct the business in which it is now engaged and has the corporate power and authority to enter into this Agreementengaged, and is in good standing in and qualified to do business in such other states of or jurisdictions as is necessary to enable it to carry on its business, except where failure to so qualify would not have a material adverse effect on the business or the assets of the Company.

Organization and Standing of the Company. The Company is a duly organized and validly existing corporation in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the corporate power and authority to enter into this Agreement, and is in good standing in such other states of jurisdictions as is necessary to enable it to carry on its business.

Organization and Standing of the Company. The Company ----------------------------------------- is a duly organized and validly existing corporation in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the corporate power and authority to enter into this Agreement, and is in good standing duly qualified and licensed to do business as a foreign corporation in such other states of jurisdictions as is necessary to enable it to carry on its business., except where failure to do so would not have a material adverse effect on its business;

Organization and Standing of the Company. The Company is a duly organized and validly existing corporation limited partnership in good standing under the laws of the State of Delaware with adequate and has all requisite partnership power and authority for the ownership and operation of its properties and for the carrying on of its business as now conducted and as proposed to conduct the business in which it be conducted. The Company is now engaged duly licensed or qualified and has the corporate power and authority to enter into this Agreement, and is in good standing as a foreign partnership authorized to do business in alljurisdictions in which the nature of the respective business conducted or property owned by it makes such other states of jurisdictions as is necessary to enable it to carry on its businessqualification necessary.

Organization and Standing of the Company. The Company is a corporation duly organized and organized, validly existing corporation and in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and Delaware. The Company has the corporate power and authority to enter into this Agreementown, lease or otherwise hold its properties and is in good standing in such other states of jurisdictions as is necessary to enable it assets and to carry on its businessbusiness as presently conducted. The Company has delivered to BUYER true and complete copies of the Articles of Incorporation, as amended to date, and the By-laws, as in effect on the date hereof, of the Company.

Organization and Standing of the Company. The Company is a duly organized and validly existing corporation in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the all requisite corporate power and authority to enter into this Agreement, for the ownership and is in good standing in such other states of jurisdictions as is necessary to enable it to carry on its business.operation

Organization and Standing of the Company. The Company is a corporation duly organized organized, validly existing, and validly existing corporation in good standing under the laws of the State state of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the corporate power and authority to enter into this Agreement, and is in good standing in such other states of jurisdictions as is necessary to enable it to carry on its businessDelaware.

Organization and Standing of the Company. The Company is a duly organized and validly existing corporation in good standing under the laws of the State of Delaware New Jersey, with adequate power and authority to conduct the business in which it is now engaged and has the corporate power and authority to enter into this Agreement, and is in good standing in such other states of or jurisdictions as is necessary to enable it to carry on its business.;

Organization and Standing of the Company. The Company is a duly organized and validly existing corporation in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the all requisite corporate power and authority to enter into this Agreementown and operate its assets and properties and to conduct its business as presently conducted, except where the failure to do so would not have a material adverse effect on the Company and is in good standing in such other states of jurisdictions its subsidiaries taken as is necessary to enable it to carry on its businessa whole.

Organization and Standing of the Company. The Company Corporation is a corporation duly organized and organized, validly existing corporation and in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the corporate power and authority to enter into this Agreement, and is in good standing in such other states of jurisdictions as is necessary to enable it to carry on its businessbusiness as it is now being conducted.

Organization and Standing of the Company. The Company is a has been duly organized and is validly existing as a corporation in good standing under the laws of the State of Delaware with adequate power and authority to conduct the business in which it is now engaged and has the corporate power and authority to enter into this Agreementown, lease and is in good standing in such other states of jurisdictions as is necessary to enable it to carry on operate its business.properties and to