Common use of Organization; Good Standing Clause in Contracts

Organization; Good Standing. Buyer is a corporation duly organized, validly existing, and in good standing under the laws of the State of Delaware, and Buyer has all requisite power and authority to own, lease and operate its properties and to carry on its business as presently conducted and as proposed to be conducted. Buyer is duly qualified to transact business and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyer.

Organization; Good Standing. The Buyer is a corporation limited liability company duly organized, validly existing, existing and in good standing under the laws of the State of Delaware, and . The Buyer has all requisite power and authority to own, lease and operate its properties and to carry on its business as presently conducted and as proposed to be it is currently being conducted. Buyer is duly qualified to transact business and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyer.

Organization; Good Standing. Buyer has been duly organized and is a corporation duly organized, validly existing, existing and in good standing under the laws of Delaware and has the State of Delaware, and Buyer has all requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as presently conducted and as proposed to be it is now being conducted. Buyer is duly qualified to transact business and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyer.

Organization; Good Standing. Buyer is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware, and Buyer has all requisite power and authority to own, lease and operate its properties and to carry on its business as presently conducted and as proposed to be conducted. Buyer is duly qualified to transact business and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyer.

Organization; Good Standing. Buyer is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware, and Buyer it has all requisite corporate power to execute and authority to owndeliver this Agreement, lease and operate its properties and to carry on its business as presently conducted and as proposed any other instruments or agreements to be conducted. executed by Buyer is duly qualified pursuant to transact business this Agreement, perform its obligations hereunder and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyerthereunder and enter into the transactions contemplated hereby and thereby including the purchase of the Purchased Assets and the assumption of the Assumed Liabilities.

Organization; Good Standing. Buyer is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware, and . Buyer has all requisite the corporate power and authority to own, own or lease and operate its properties and to carry on its business and activities as presently conducted and as proposed to be now being conducted. Buyer is duly qualified to transact business and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyer.

Organization; Good Standing. Buyer is a corporation Delaware limited liability company duly organized, validly existing, existing and in good standing under the laws of the State of Delaware, and Buyer has all requisite power and authority to own, lease and operate its properties and to carry on its business as presently conducted and as proposed to be conducted. Buyer is duly qualified to transact business and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyer.

Organization; Good Standing. Buyer is a corporation duly organized, organized and validly existing, and in good standing existing under the laws of the State Laws of Delaware, and its jurisdiction of organization. Buyer has all requisite corporate power and authority to own, lease own and operate its properties and properties, to carry on its business as presently conducted now conducted, to enter into this Agreement and as proposed the other Transaction Documents to be conducted. Buyer which it is duly qualified a party, to transact business carry out the provisions of this Agreement and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyerconsummate the transactions contemplated by the Transaction Documents.

Organization; Good Standing. Buyer is a corporation corporation, duly organized, validly existing, existing and in good standing under the laws of the State of Delaware, and Buyer has all requisite power and authority to own, lease and operate its properties and to carry on its business as presently conducted and as proposed to be conducted. Buyer is duly qualified to transact business and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyer.

Organization; Good Standing. The Buyer is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware, and . The Buyer has all the requisite power and authority to own, lease and operate or use its properties and assets and to carry on conduct its business as presently conducted and as proposed to be conducted. Buyer is duly qualified to transact business and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyer.

Organization; Good Standing. Buyer is a corporation duly organized, validly existing, existing and in good standing under the laws Laws of the State of Delaware, and Buyer has all requisite limited liability company power and authority to own, lease and operate its properties assets and to carry on its business as presently being conducted and as proposed contemplated to be conducted. Buyer , and is duly qualified to transact do business and is in good standing in each every jurisdiction in which failure the operation of the business of Buyer requires it to be so qualify would have a material adverse effect on Buyerqualified.

Organization; Good Standing. The Buyer is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware, and Buyer has all requisite power and authority to own, lease and operate its properties and to carry on its business as presently conducted and as proposed to be conducted. Buyer is duly qualified to transact business and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyer.

Organization; Good Standing. Buyer is a corporation duly organized, validly existing, existing and in good standing under the laws of the State of Delaware, and Buyer has all requisite power and authority to own, lease and operate its properties and to carry on its business as presently conducted and as proposed to be conducted. Buyer is duly qualified to transact business and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyer.

Organization; Good Standing. Buyer is a corporation limited liability company duly organized, validly existing, existing and in good standing under the laws of the State of DelawareDelaware and has the full right, and Buyer has all requisite power and authority to ownenter into this Agreement, lease to execute and operate its properties deliver this Agreement and each agreement, document and instrument to be executed and delivered by Buyer pursuant to this Agreement (collectively, "Buyer's Ancillary Documents"), and to carry on its business as presently conducted out the terms and as proposed conditions hereof and thereof applicable to be conducted. Buyer is duly qualified to transact business and is in good standing in each jurisdiction in which failure to so qualify would have a material adverse effect on Buyer.

Organization; Good Standing. Buyer is a corporation duly organizedincorporated, validly existing, existing and in good standing under the laws of the State state of Delaware, and . Buyer has all the requisite corporate power and authority to own, lease and operate its properties and to carry on its business as presently conducted and as proposed to be it is currently being conducted. Buyer is duly qualified to transact conduct business as a foreign corporation and is in good standing in each every jurisdiction in which where the nature of the business conducted by it makes such qualification necessary, except where the failure to so qualify or be in good standing would have a material adverse effect on Buyernot prevent or materially delay the consummation of the Transactions.