Common use of Organization of Seller Clause in Contracts

Organization of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Seller has the corporate power to own its properties and to carry on its business as now being conducted. Seller is duly qualified to do business and is in good standing in each jurisdiction in which failure to be so qualified would have a material adverse effect on the Assets or the Product Line (hereinafter referred to as a "Material Adverse Effect").

Organization of Seller. Seller is a corporation corporation, duly organizedincorporated, validly existing and in good standing under the laws of the State of Delaware. Seller Delaware and has the corporate power to own its properties and authority to carry on its business as now being presently conducted. Seller is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction in which the failure of Seller to be so qualified would have a material adverse effect on the Assets or the Product Line (hereinafter referred to Automotive Filter Companies taken as a "Material Adverse Effect")whole.

Organization of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Seller has the corporate power to own its properties , and to carry on its business as now being conducted. Seller is duly qualified to do business and is in good standing to transact business in each jurisdiction in which such qualification is necessary, except where the failure to be so qualified would not have a material adverse effect on the Assets or the Product Line (hereinafter referred to as a "Material Adverse Effect").

Organization of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Seller has the corporate power to own its properties and to carry on its business as now being conducted. Seller is duly qualified to do transact business as a foreign corporation and is in good standing in each jurisdiction of the jurisdictions in which the ownership or leasing of the Purchased Assets or the conduct of the Business requires such qualification, except where the failure to be so qualified or in good standing would not have a material adverse effect on the Assets or the Product Line (hereinafter referred to as a "Material Adverse Effect"). Seller has full corporate power and authority to own or lease and to operate and use the Purchased Assets and to carry on the Business as now conducted.

Organization of Seller. Seller is a corporation duly organized, incorporated and validly existing and in good standing under the laws of the State of Delaware. Seller Delaware and has the full corporate power to own its properties and authority to carry on its business the Business as it is now being conductedconducted and to own the Seller Assets. Seller is duly qualified or licensed to do business and is as a foreign corporation in good standing in each every jurisdiction in which the ownership of the Seller Assets or the conduct of the Business requires such qualification, except where the failure to so qualify or be so qualified licensed would not have a material adverse effect on the Assets business or financial condition of the Product Line (hereinafter referred to as a "Material Adverse Effect")Business.

Organization of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Seller has the corporate power to own its properties and to carry on its business as now being conducted. Seller is duly qualified to do business and is in good standing as a foreign corporation in each jurisdiction in which failure to be so qualified would have a material adverse effect on of the Assets or the Product Line (hereinafter referred to as a "Material Adverse Effect")jurisdictions where such qualification is required by law.

Organization of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Seller Delaware and has the all requisite corporate power and authority to own its properties the Shares and to carry on conduct its business as now it is presently being conducted. Seller is duly qualified to do business and is in good standing in each jurisdiction in which conducted except where failure to be so qualified organized, existing and in good standing or to have such power and authority would not have a material adverse effect on the Assets or the Product Line (hereinafter referred to as a "Seller Material Adverse Effect").

Organization of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Seller has the all requisite corporate power and authority to own its and use the properties owned and used by it and to carry on its business as now being currently conducted. Seller is duly qualified or licensed to do business and is in good standing in each jurisdiction in which the failure to be so qualified or licensed would have a material adverse effect on the Assets or the Product Line (hereinafter referred to as a "Material Adverse Effect").

Organization of Seller. Seller is a corporation an entity duly organized, validly existing and in good standing under the laws of the State of Delaware. Seller has the corporate power to own its properties and to carry on its business as now being conducted. Seller is duly qualified to do business and is in good standing in each jurisdiction of the jurisdictions in which the ownership or leasing of its properties or the conduct of its businesses requires such qualification, except where failure to so qualify or be so qualified in good standing would not reasonably be expected to have a material adverse effect on the Assets or the Product Line (hereinafter referred to as a "Material Adverse Effect"). Seller has full corporate or similar power and authority to own or lease and to operate and use the Purchased Assets and to carry on the Business as now conducted.

Organization of Seller. Seller is a corporation duly organized, validly ---------------------- existing and in good standing under the laws of the State of Delaware. Seller has the corporate power to own its properties and to carry on its business as now being conducted. Seller is duly qualified to do business and is in good standing as a foreign corporation in each jurisdiction in which failure to be so qualified would have a material adverse effect on of the Assets or the Product Line (hereinafter referred to as a "Material Adverse Effect")jurisdictions where such qualification is required by law.

Organization of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Seller has the corporate power to own its properties and to carry on its business as now being conducted. Seller is duly qualified to do business and is in good standing in each jurisdiction in which failure to be so qualified would have a material adverse effect on the Assets or the Product Line Business (hereinafter referred to as a "Material Adverse Effect").

Organization of Seller. Seller is a corporation corporation, duly organized---------------------------- incorporated, validly existing and in good standing under the laws of the State of Delaware. Seller Delaware and has the corporate power to own its properties and authority to carry on its business as now being presently conducted. Seller is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction in which the failure of Seller to be so qualified would have a material adverse effect on the Assets or the Product Line (hereinafter referred to Automotive Filter Companies taken as a "Material Adverse Effect")whole.

Organization of Seller. Seller is a corporation duly organized, validly existing existing, and in good standing under the laws of the State state of Delaware. Seller has the corporate power to own its properties and to carry on its business as now being conducted. Seller , is duly qualified to do business in and is in good standing under the laws of the state of California, and neither the nature of its properties nor the conduct of its business requires seller to be qualified to transact business as a foreign corporation in each any other state or jurisdiction in which the failure to be so qualified and in good standing would have a material be materially adverse effect on to the Assets or the Product Line (hereinafter referred to as a "Material Adverse Effect")seller.

Organization of Seller. (a) Seller is a corporation duly incorporated and organized, validly existing and in good standing under the laws of the State of Delaware. Seller , and has the requisite corporate power and authority to own its properties or lease all of the Assets to be Acquired, to own and operate the Security Business, to carry on its business as now being conducted, to enter into this Agreement and to perform the terms of this Agreement. Seller is duly qualified to do business and is as a foreign corporation in good standing in each jurisdiction all jurisdictions in which failure it is required to be so qualified would have a material adverse effect on the Assets or the Product Line (hereinafter referred to as a "Material Adverse Effect")qualified.

Organization of Seller. Seller is a corporation duly organized, validly existing existing, and in good standing under the laws Laws of the State of Delaware. Seller is duly qualified to conduct its business as a foreign entity and is in good standing under the Laws of each jurisdiction where such qualification is required. Seller has the requisite corporate power and authority necessary to own own, lease, or operate its properties and to assets and carry on its business as now being presently conducted. Seller is duly qualified to do business and is in good standing in each jurisdiction in which failure to be so qualified would have a material adverse effect on the Assets or the Product Line (hereinafter referred to as a "Material Adverse Effect").

Organization of Seller. Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Seller has the all requisite corporate power and authority to own its and use the properties owned and used by it and to carry on its business as now being currently conducted. Seller is duly qualified or licensed to do business and is in good standing in each jurisdiction juris­diction in which the failure to be so qualified or licensed would have a material adverse effect on the Assets or the Product Line (hereinafter referred to as a "Material Adverse Effect").