Common use of Organization, Power, Standing and Qualification Clause in Contracts

Organization, Power, Standing and Qualification. VPI is a corporation duly organized, validly existing, and in good standing under the laws of the State of California and has full corporate power and authority to carry on its business as it is now being conducted, and to own, lease, and use the properties and assets that it purports to own, lease or use. VPI is duly qualified to do business and is in good standing in California and, as of the Closing Date, is duly qualified to do business as a foreign corporation and is in good standing under the laws of each state or other jurisdiction in which either the ownership or use of the properties owned or used by it, or the nature of the activities conducted by it, requires such qualification, other than jurisdictions in which the failure to so qualify would not have a material adverse effect on the condition, financial or otherwise, of the business operations or income of VPI. SECTION 3.1 OF THE DISCLOSURE SCHEDULE attached hereto as EXHIBIT B (the "Disclosure Schedule") contains a complete and accurate list of each jurisdiction in which VPI is authorized to do business.