Organization. Standing and Qualifications Sample Clauses
The 'Organization. Standing and Qualifications' clause establishes that a party to the agreement is a duly organized and validly existing legal entity with the necessary authority to conduct business. It typically requires the party to confirm its legal formation, current good standing in its jurisdiction, and possession of all required licenses or qualifications to perform its obligations under the contract. This clause ensures that the party is legally capable of entering into the agreement and reduces the risk of disputes arising from questions about its legal status or authority.
Organization. Standing and Qualifications. ASSIGNOR, Montecito Bio Sciences, Ltd. is a corporation, duly organized, validly existing and in good standing under the laws of the State of Nevada. The ASSIGNOR has full power and authority to carry on its business as it is now being conducted and to own the property and assets it now owns. The Individual ASSIGNORS have full rights to enter into this Agreement.
Organization. Standing and Qualifications. LICENSOR, MONTECITO BIO SCIENCES, LTD is a corporation, duly organized, validly existing and in good standing under the laws of the State of Nevada. The LICENSOR has full power and authority to carry on its business as it is now being conducted and to own the property and assets it now owns. The Individual LICENSORS have full rights to enter into this Agreement.
Organization. Standing and Qualifications. The Partnership is a Limited Partnership duly organized, validly existing and in good standing under the laws of New Jersey. To Seller's knowledge the Partnership has all requisite power and authority and is entitled to carry on its business as now being conducted and to own, lease or operate its properties as in the place where such business is now conducted and such properties are now owned, leased or operated.
Organization. Standing and Qualifications. KWC and KWTC are corporations, duly organized, validly existing and in good standing under the laws of the State of Hawaii; and have all requisite corporate power and authority and is entitled to carry on the Business as now being conducted and to own, lease or operate its properties as and in the places where the Business is now conducted. Seller is engaged in the business of a water and wastewater utility serving areas in Kapalua, Maui, Hawaii, and with respect to which, it holds valid permits issued by the State of Hawaii and Maui County. There are no dissolution, disassociation, winding-up, liquidation or bankruptcy proceedings pending or threatened against Seller or MLP. There are no events which could result in a dissolution of Seller or MLP. Seller is not doing business in any state other than Hawaii. Seller does not own, directly or indirectly, any interest or investment (whether equity or debt) in or control any corporation, partnership, business, trust, joint venture or other entity. Complete and accurate copies of the governing documents of Seller, as currently in effect, are attached as Exhibit 7.1. There are no contracts relating to the issuance, sale or transfer of any equity securities or other securities of Seller. MLP is the sole shareholder of KWC and KWTC.
Organization. Standing and Qualifications. Purchaser is a corporation, duly organized, validly existing and in good standing under the laws of the State of Hawaii; it has all requisite corporate power and authority and is entitled to carry on its business as now being conducted and to own, lease or operate its properties as and in the places where such business is now conducted.
Organization. Standing and Qualifications. 6.1.1 The Company does not own or control, directly or indirectly, any corporation, association or other entity except as described in the Memorandum and listed on Exhibit F attached hereto (each, a "Subsidiary" and collectively, --------- the "Subsidiaries"). The Company and each Subsidiary have been duly organized and are validly existing as a corporation in good standing under the respective laws of the state of their formation, with full power and authority (corporate and other) to own and lease their respective properties and conduct their businesses as currently conducted; the Company and each Subsidiary are operating in compliance with all authorizations, licenses, permits, consents, certificates and orders material to the conduct of their respective current business, all of which are valid and in full force and effect except as set forth in the Memorandum; the Company and each Subsidiary are duly qualified to do business and in good standing as a foreign corporation in each jurisdiction in which the ownership or leasing of properties or the conduct of their business requires such qualification, except for jurisdictions in which the failure to so qualify would not have a material adverse effect upon the condition (financial or otherwise), business, liquidity, properties, results of operations or prospects of Company and the Subsidiaries, taken as a whole; and no proceeding has been instituted in any such jurisdiction, revoking, limiting or curtailing, or seeking to revoke, limit or curtail, such power and authority or qualification. A true, correct and complete list of all licenses and pending applications for licenses of the Company and each Subsidiary is set forth on Exhibit G attached --------- hereto (the "Licenses").