Organization, Corporate Authority, Etc. Seller is a limited liability company duly formed, validly existing and in good standing under the laws of the State of Delaware. Seller has all requisite power and authority to enter into and perform its obligations under the Transfer Documents.
Organization, Corporate Authority, Etc. The Parent is a company duly organized and validly existing under the laws of Bermuda and is duly qualified to own its properties and carry on its business in each jurisdiction where the failure to be so qualified would have a material adverse effect on the Parent’s business. The Parent has all requisite corporate power and authority to enter into and perform its obligations under the Parent’s Documents.
Organization, Corporate Authority, Etc. The Owner Participant is a company duly organized and validly existing under the laws of Ireland and is duly qualified to own its properties and carry on its business in each jurisdiction where the failure to be so qualified would have a material adverse effect on the Owner Participant’s business. The Owner Participant has all requisite power and authority to enter into and perform its obligations under the Owner Participant’s Documents.
Organization, Corporate Authority, Etc. WTC is a Delaware banking corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has the corporate power and authority to enter into and perform its obligations under the Operative Documents to which it is a party, and has full right, power and authority to enter into and perform its obligations individually and in its capacity as owner trustee under the Trustee’s Documents, and the Borrower has full right, power and authority to enter into and perform its obligations under each of the Borrower’s Documents.
Organization, Corporate Authority, Etc. It is a national banking association duly organized and validly existing in good standing under the laws of the State of Delaware and has the corporate power and authority to enter into and perform its obligations under the Security Trustee’s Documents to which it is a party, and has full right, power and authority to enter into and perform its obligations individually and as Security Trustee under each of the Security Trustee’s Documents to which it is a party.
Organization, Corporate Authority, Etc. Seller is a corporation --------------------------------------- duly incorporated, validly existing and in good standing under the laws of the state of Florida. Seller has all requisite power and authority to enter into and perform its obligations under the Seller Documents.
Organization, Corporate Authority, Etc. Such Borrower (i) is duly formed, validly existing, and in good standing (if applicable) under the laws of its jurisdiction of incorporation and is qualified to do business in all jurisdictions where it does business, except where the failure to so qualify would not have a material adverse effect on the assets, business, or condition (financial or otherwise) of such Borrower, (ii) has full power to carry on its business as it is now being conducted and to enter into, legally bind itself by, and perform its obligations under, this Agreement and each other Loan Operative Document to which it is a party and has complied with all material statutory and other requirements relative to the business carried on by it and (iii) such Borrower has duly executed and delivered this Agreement, and each of the Loan Operative Documents to which such Borrower is a party.
Organization, Corporate Authority, Etc. Account Bank represents and warrants that it is a national banking association duly organized and validly existing in good standing under the laws of the United States of America and has the corporate power and authority to enter into and perform its obligations under this Agreement, and has full right, power and authority to enter into and perform its obligations under this Agreement.
Organization, Corporate Authority, Etc. Seller is a corporation duly incorporated, validly existing and in good standing under the laws of the Commonwealth of Pennsylvania, and is duly qualified to own or hold under lease its properties and carry on its business as presently conducted in each jurisdiction where the failure to be so qualified would have a material adverse effect on Seller's business. Seller has all requisite corporate power and authority to enter into and perform its obligations under the Transfer Documents. Seller's principal place of business and chief executive office is located in Pittsburgh, Pennsylvania.
Organization, Corporate Authority, Etc. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and is duly qualified to own or hold under lease its properties and carry on its business as presently conducted in each jurisdiction where the failure to be so qualified would have a material adverse effect on Purchaser's business. Purchaser has all requisite power and authority to enter into and perform its obligations under this Purchase Agreement and the Assignment and Assumption Agreement. Purchaser's principal place of business and chief executive office is located in Sioux Falls, South Dakota.
