Common use of Organization of Seller Clause in Contracts

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

Appears in 17 contracts

Samples: Purchase and Sale Agreement (Hungarian Telephone & Cable Corp), Purchase and Sale Agreement (Hungarian Telephone & Cable Corp), Purchase and Sale Agreement (Hungarian Telephone & Cable Corp)

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Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

Appears in 8 contracts

Samples: Securities Purchase and Lock Up Agreement (Hanger Orthopedic Group Inc), Asset Purchase Agreement (Authentidate Holding Corp), Stock Purchase Agreement (Popmail Com Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Aurelio Resource Corp), Stock Purchase Agreement (Escalade Inc), Stock Purchase Agreement (Headway Corporate Resources Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction State of its incorporationDelaware.

Appears in 7 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement, Asset Purchase Agreement (Emerge Interactive Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporationincorporation or organization.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Mity Lite Inc), Stock Purchase Agreement (Mity Lite Inc), Stock Purchase Agreement (Mity Lite Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction State of its incorporationDelaware.

Appears in 4 contracts

Samples: Equity Purchase Agreement (Brunswick Corp), Stock Purchase Agreement (Primark Corp), Confidential Treatment (Cygnus Inc /De/)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction state of its incorporationDelaware.

Appears in 4 contracts

Samples: Purchase and Sale Agreement, Asset Purchase Agreement (Mdi, Inc.), Asset Purchase Agreement (Atrinsic, Inc.)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporationincorporation (or other formation).

Appears in 4 contracts

Samples: Share Purchase Agreement (Heckmann CORP), Acquisition Agreement (Nitches Inc), Acquisition Agreement (Nitches Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws Laws of the jurisdiction State of its incorporationDelaware.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Western Union CO), Stock Purchase Agreement (Aci Worldwide, Inc.), Stock Purchase Agreement (RxElite, Inc.)

Organization of Seller. The Seller is a corporation duly organized, organized and validly existingexisting under the Laws of its jurisdiction of incorporation or organization, and in good standing under the laws of the jurisdiction of has all requisite corporate power and authority to own, lease and operate its incorporationassets, and to carry on its business as presently conducted.

Appears in 3 contracts

Samples: Share Purchase Agreement (You on Demand Holdings, Inc.), Share Purchase Agreement (Beijing Sun Seven Stars Culture Development LTD), Share Purchase Agreement (You on Demand Holdings, Inc.)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction State of its incorporationDelaware.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Large Scale Biology Corp), Stock Purchase Agreement (Lodgenet Entertainment Corp), Asset Purchase Agreement (JTS Corp)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the State of Missouri. Each of the Seller Subsidiaries is an entity duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporationin which such entity was organized.

Appears in 2 contracts

Samples: Administrative Services Agreement (Savvis Communications Corp), Master Establishment and Transition Agreement (Savvis Communications Corp)

Organization of Seller. The Seller is a corporation corpora­tion duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporationincorpora­tion.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Healthy Fast Food Inc), Asset Purchase Agreement (Healthy Fast Food Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction state of its incorporationWashington.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Global Clean Energy Holdings, Inc.), Asset Purchase Agreement (Global Clean Energy Holdings, Inc.)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of organization and is duly qualified to conduct business and are in good standing in each jurisdiction in which the nature of Seller’s business or the ownership or leasing of each of its incorporationproperties requires such qualifications. Seller has all requisite company power and authority to carry on the businesses in which it is engaged, to carry on the business proposed to be conducted by Buyer and to own and use the properties owned and used by it.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Vystar Corp), Asset Purchase Agreement (Vystar Corp)

Organization of Seller. The Seller has been duly incorporated or organized and is a corporation duly organized, validly existing, and existing in good standing as a corporation or other entity under the laws Laws of the jurisdiction of its incorporationorganization, and has full power and authority to own or use the properties and assets that it purports to own or use, to conduct its business as it is now being conducted.

Appears in 2 contracts

Samples: Equity Interest Purchase Agreement, Equity Interest Purchase Agreement (Advanced Micro Devices Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction State of its incorporationLouisiana. Copies of the articles of incorporation and bylaws of Seller, as amended to date, have been delivered to Buyer and are accurate and complete.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Cholestech Corporation), Asset Purchase Agreement (Cholestech Corporation)

Organization of Seller. The Such Seller is a corporation duly organized, validly existingexisting and, and if applicable, in good standing standing, under the laws of the its jurisdiction of its incorporationincorporation or organization.

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (American Tire Distributors Holdings, Inc.)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction State of its incorporationUtah.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Chequemate International Inc), Asset Purchase Agreement (Chequemate International Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction State of its incorporationDelaware and Subsidiary is a corporation duly organized, validly existing, and in good standing under the laws of the State of Oregon.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Western Power & Equipment Corp), Registration Rights Agreement (Western Power & Equipment Corp)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the its jurisdiction of its incorporation.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Shared Technologies Fairchild Inc), Stock Purchase Agreement (Fairchild Corp)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction of its incorporation.State of

Appears in 2 contracts

Samples: Stock Purchase Agreement (Embryo Development Corp), Stock Purchase Agreement (Embryo Development Corp)

Organization of Seller. The (a) Seller is a corporation duly organizedincorporated, validly existing, existing and in good standing under the laws Laws of the jurisdiction State of Delaware and has all requisite power and authority to own, lease and operate its incorporationassets and to carry on its business as now being conducted.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Penn National Gaming Inc), Membership Interest Purchase Agreement (Boyd Gaming Corp)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction of its incorporationorganization. Seller has no subsidiaries.

Appears in 1 contract

Samples: Asset Purchase Agreement and Plan of Reorganization (Orthologic Corp)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of its state of incorporation, and has valid corporate authority to execute and deliver this Agreement and to sell the jurisdiction of its incorporationNotes held by it as provided herein.

Appears in 1 contract

Samples: Purchase and Sale Agreement (North Atlantic Energy Corp /Nh)

Organization of Seller. The To the extent a Seller is a corporation not an individual, such Seller is duly organized, validly existing, existing and in good standing under the laws of the its jurisdiction of its incorporationincorporation or organization.

Appears in 1 contract

Samples: Stock Purchase Agreement (Valassis Communications Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation, has full power and authority to own its properties and to carry on its business as now conducted.

Appears in 1 contract

Samples: Stock Purchase Agreement (MSX International Business Services Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction of such entity’s organization, and is qualified to do business in each jurisdiction in which the operation of its incorporationbusiness makes such qualification necessary or desirable.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ashford Hospitality Prime, Inc.)

Organization of Seller. The Seller is a corporation corporation, the Seller is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Thermo Terratech Inc)

Organization of Seller. The Seller is a corporation duly organized, formed and validly existing, and in good standing existing under the laws of the jurisdiction of its incorporation______________.

Appears in 1 contract

Samples: Purchase Agreement (Kirk Randal J)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction of its incorporation., has the corporate power

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vizacom Inc)

Organization of Seller. The Seller is a corporation duly organized, validly ---------------------- existing, and in good standing under the laws of the jurisdiction of its incorporation. Seller is in good standing in each jurisdiction in which it is qualified to do business and Seller is not required to be licensed or qualified to conduct its business or own its property in any other jurisdiction where the failure to be so licensed or qualified would have a material adverse effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Viisage Technology Inc)

Organization of Seller. The Seller is a corporation and its Affiliates are corporations duly organized, validly existing, and in good standing under the laws of their respective jurisdictions. Seller has the jurisdiction corporate power and authority to own, lease or operate all properties and assets now owned, leased or operated by it and to carry on its businesses as now conducted. Seller has delivered to Buyer complete and accurate copies of its incorporationArticles of Association, as amended and in effect on the date hereof.

Appears in 1 contract

Samples: Asset Purchase Agreement (Tioga Technologies LTD)

Organization of Seller. The If Seller is a corporation an entity, then Seller is duly organized, organized and validly existing, and in good standing existing under the laws of the jurisdiction of its incorporationformation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Bullion Monarch Mining, Inc. (NEW))

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Organization of Seller. The If Seller is a corporation an Entity, Seller is duly organized, validly existing, and (if applicable in such jurisdiction) is in good standing under the laws of the jurisdiction of its incorporationorganization, and has all requisite Entity power to own or lease its properties and assets and to carry on its business as it is now being conducted.

Appears in 1 contract

Samples: Stock Purchase Agreement (Neoprobe Corp)

Organization of Seller. The Seller is a corporation duly organized, validly existing, qualified to do business and in good standing under the laws of the jurisdiction State of its incorporationIllinois. Shareholders constitute all of the shareholders of Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Jackson Hewitt Tax Service Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction State of its incorporationWyoming.

Appears in 1 contract

Samples: Asset Purchase Agreement Between Rare Element Resources (Rare Element Resources LTD)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporationincorporation and has the corporate power and authority to own or lease its properties and to carry on its business as currently conducted.

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Stanhome Inc)

Organization of Seller. The If the Seller is a corporation corporation, the Seller is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Innovative Software Technologies Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporationincorporation and is qualified to operate as a foreign corporation in such other jurisdictions as the law thereof requires.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cardiodynamics International Corp)

Organization of Seller. The Seller is a corporation corpora- tion duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

Appears in 1 contract

Samples: Asset Purchase Agreement (Venture Stores Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporationthe Commonwealth of Pennsylvania.

Appears in 1 contract

Samples: Agreement (Canterbury Corporate Services Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws Laws of the jurisdiction of its incorporationincorporation or other formation.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Radiation Therapy Services Holdings, Inc.)

Organization of Seller. The Seller is a corporation duly organized, organized and validly existing, and in good standing existing under the laws of the jurisdiction Province of Ontario, Canada and is in good standing under such laws. Seller has the corporate power to own, lease and operate its incorporationassets and property and to carry on its business as is now being conducted.

Appears in 1 contract

Samples: Asset Purchase Agreement (Peregrine Systems Inc)

Organization of Seller. The Seller is a corporation duly organized, organized in the jurisdiction described in the definition of such “Seller” in Section 1.2 and is validly existing, existing and in good standing under the laws of the jurisdiction state of its incorporationformation, with full power and authority to conduct the Business relating to the Assets as it is presently being conducted and to own and operate the properties and assets now owned and being operated by it, including the Assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Icop Digital, Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction state of its incorporation. Seller has full power and authority to execute and deliver this Agreement and to perform its obligations hereunder and to consummate the transactions contemplated hereby, including without limitation to own, hold, sell and transfer (pursuant to this Agreement) the Purchased Shares.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nu Tech Bio Med Inc)

Organization of Seller. The Seller and each of its Subsidiaries is a corporation corporation, limited liability company, or other entity, as applicable, duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

Appears in 1 contract

Samples: Asset Purchase Agreement (Churchill Downs Inc)

Organization of Seller. The Seller is a corporation duly organized, ---------------------- validly existing, existing and in good standing under the laws of the its jurisdiction of its incorporation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Intermedia Communications of Florida Inc)

Organization of Seller. The Seller is a corporation duly organized, ---------------------- validly existing, existing and in good standing under the laws of the jurisdiction State of its incorporationSouth Dakota.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (HWCC Tunica Inc)

Organization of Seller. The Seller SELLER is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

Appears in 1 contract

Samples: Asset Purchase Agreement (JPX Global Inc.)

Organization of Seller. The Seller is a corporation duly organized, validly ----------------------- existing, and in good standing under the laws of the jurisdiction of its incorporation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Whittaker Corp)

Organization of Seller. The Seller is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation, with full corporate power and authority to conduct its business as now being conducted by it, to own and use the properties it purports to own and use, and to perform its obligations under the Acquired Contracts.

Appears in 1 contract

Samples: Asset Purchase Agreement (Blyth Inc)

Organization of Seller. The Seller is a corporation limited liability company duly organized, validly existing, existing and in good standing under the laws of the its jurisdiction of its incorporationorganization.

Appears in 1 contract

Samples: Debenture Purchase Agreement (Heritage Worldwide Inc)

Organization of Seller. The Seller is a corporation duly organized, validly existing, existing and in good standing under the laws of the jurisdiction State of its incorporationSouth Dakota.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Sodak Gaming Inc)

Organization of Seller. The Seller is a corporation duly organizedincorporated, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

Appears in 1 contract

Samples: Securities Purchase Agreement (Remec Inc)

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