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

Organization and Good Standing of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company has the corporate power and authority to carry on its business as now conducted or proposed to be conducted, to enter into this Agreement, to issue the Notes as contemplated herein and to carry out the provisions of this Agreement.

Organization and Good Standing of the Company. (a) The Company is a corporation duly organizedincorporated, validly existing and in good standing under the laws Laws of the State of Delaware. The Except as disclosed in Section 3.1 of the Company Disclosure Letter, the Company has the corporate all requisite power and authority to own, lease and operate its properties and to carry on its business businesses as now conducted conducted. The Company has provided or proposed made available to be conductedParent true and correct copies of its Organizational Documents, to enter into this Agreement, to issue the Notes as contemplated herein and to carry out the provisions of this Agreementamended.

Organization and Good Standing of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company Delaware and has the corporate all necessary power and authority to own, operate or lease the properties and assets now owned, operated or leased by it and to carry on its business as now conducted or proposed to be it has been and is currently conducted, to enter into this Agreement, to issue the Notes as contemplated herein and to carry out the provisions of this Agreement.

Organization and Good Standing of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company Delaware and has the full corporate power and authority to carry on its business as now conducted or proposed to be conducted, to enter into this Agreement, to issue the Notes as contemplated herein Agreement and to carry out the provisions of this Agreementperform its obligations hereunder.

Organization and Good Standing of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company , has the all requisite corporate power and authority to carry on its business as now being conducted or proposed and to own, lease and operate its properties. The Company is duly organized and in good standing as a foreign corporation authorized to do business in each jurisdiction where the failure to be conductedso authorized would, to enter into this Agreementindividually or in the aggregate, to issue the Notes as contemplated herein and to carry out the provisions of this Agreementhave a Material Adverse Effect.

Organization and Good Standing of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company has the all requisite corporate power to own, operate and authority to lease its Business properties and carry on its business the Business as the same is now conducted being conducted. Company is qualified to do the Business and in good standing as a foreign corporation in each state or proposed other jurisdiction wherein the Company is required by law to qualify as a foreign corporation, except where the failure to be conducted, to enter into this Agreement, to issue so qualified would not have a Material Adverse Effect on the Notes Business or Assets taken as contemplated herein and to carry out the provisions of this Agreementa whole.

Organization and Good Standing of the Company. The Company has been duly incorporated and is validly existing as a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company Delaware and has the corporate power and authority to carry on own, lease and operate its properties and to conduct its business as now currently conducted or proposed to be conducted, and to enter into and perform its obligations under this Agreement and the Merger Agreement, . The Company is duly qualified as a foreign corporation to issue transact business and is in good standing in each other jurisdiction in which the Notes as contemplated herein and failure to carry out the provisions of this Agreementso qualify would result in a Material Adverse Effect.

Organization and Good Standing of the Company. The Company is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware. The Company , and has the full corporate power and authority to carry on its business as now conducted or proposed to be conducted, to enter into this Agreement, to issue the Notes as contemplated herein businesses and to carry out the provisions of this Agreementown and operate its properties and assets as presently owned and operated.

Organization and Good Standing of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company has , and is qualified as a foreign corporation in the corporate power and authority to carry on its business as now conducted or proposed to be conducted, to enter into this Agreement, to issue the Notes as contemplated herein and to carry out the provisions of this Agreement.jurisdictions listed on

Organization and Good Standing of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company has the requisite corporate power and authority to own, lease or otherwise hold the assets of the Company owned, leased or otherwise held by it and necessary to carry on its the business of the Company as presently conducted by it. The Company is in good standing and duly qualified to conduct business as now conducted a foreign corporation in the state of Texas, which is the only jurisdiction in which the Company's ownership or proposed to be conducted, to enter into this Agreement, to issue the Notes as contemplated herein and to carry out the provisions lease of this Agreementproperty or conduct makes such qualification necessary.