Organization, Good Standing and Due Authorization Clause Samples
The 'Organization, Good Standing and Due Authorization' clause serves to confirm that a party to the agreement is a legally established entity, is in good standing under the laws of its jurisdiction, and has the necessary authority to enter into the contract. Typically, this clause requires the party to affirm that it has been properly formed, is not in violation of any legal requirements, and that the individuals signing the agreement have been duly authorized to do so. This ensures that the contract is enforceable and that the parties involved have the legal capacity and authority to be bound by its terms, thereby reducing the risk of future disputes over the validity of the agreement.
Organization, Good Standing and Due Authorization. The Company is a corporation duly incorporated and validly existing and in good standing under the laws of the State of Maryland, with requisite corporate power and authority to (i) own, lease or operate its properties and conduct its business as described in the Registration Statement, the Prospectus and the Time of Sale Information; and (ii) execute and deliver this Agreement, and consummate the transactions contemplated hereby (including the sale, issuance, and delivery of the Shares);
Organization, Good Standing and Due Authorization. InPlay is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada and it has all necessary corporate power and authority to own, lease and operate its properties and assets and to carry on its business as now conducted. FinePoint is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and it has all necessary corporate power and authority to own, lease and operate its properties and assets and to carry on its business as now conducted. Borrower has full power, authority and legal right to incur the Obligations provided for in, and to execute and deliver and to perform and observe the terms and provisions of, the Loan Documents to which it is a party, and each of them has been duly executed and delivered by Borrower and has been authorized by all required action, and Borrower has obtained all requisite consents to the transactions contemplated thereby under any instrument to which it is a party, and the Loan Documents constitute the legal, valid and binding obligations of Borrower enforceable against Borrower in accordance with their respective terms, except as the enforceability thereof may be limited by applicable bankruptcy, insolvency or other similar laws affecting creditors' rights generally
Organization, Good Standing and Due Authorization. (a) Buyer is an entity duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization.
(b) Buyer has full power and authority to execute and deliver this Agreement and the Other Agreements to which it is a party and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the Other Agreements to which Buyer is a party and the performance and consummation of the transactions contemplated hereby and thereby by Buyer have been duly authorized by all necessary action on the part of Buyer.
(c) This Agreement has been duly executed and delivered by Buyer, and the Other Agreements to which it is a party have been or will be duly executed by Buyer, and subject to the due authorization, execution and delivery of such agreements by the other parties thereto, this Agreement and the Other Agreements constitute, or will constitute, the valid and binding obligations of Buyer, enforceable against Buyer in accordance with their terms.
Organization, Good Standing and Due Authorization. (a) Seller is a corporation duly organized, validly existing and in good standing under the laws of the State of New York and has all requisite corporate power and authority to own, lease and operate its properties, as applicable, and to carry on the Business as it is now being conducted, subject to the limitations, if any, imposed by applicable bankruptcy law. Seller is duly qualified to do business and is in good standing in all jurisdictions in which the location of Seller’s assets or the operation of its Business makes such qualification necessary, except where the failure to be so qualified would not have a material adverse effect on the Business taken as a whole.
(b) Seller has full corporate power and authority to execute and deliver this Agreement and the Other Agreements to which it is a party, and, subject to Bankruptcy Court approval, to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby. The execution and delivery of this Agreement and the Other Agreements to which Seller is a party and the performance and consummation of the transactions contemplated hereby and thereby by Seller have been duly authorized by all necessary corporate action on the part of Seller.
(c) This Agreement has been duly executed and delivered by Seller, and the Other Agreements to which Seller is a party have been or will be duly executed and delivered by Seller, and subject to Bankruptcy Court approval and the due authorization, execution and delivery of such agreements by the other parties thereto, this Agreement and the Other Agreements constitute, or will constitute, valid and binding obligations of Seller, enforceable against Seller in accordance with their terms.