1Existence and Power Sample Clauses

1Existence and Power. The Purchasers (a) are both corporations incorporated under the Law of Mauritius and (b) each have the requisite corporate power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Transaction Documents to which it is a party.
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1Existence and Power. Such Seller (if such Seller is not a natural Person) (a) is a private limited company duly organised, validly existing and in good standing under the Law of India and (b) has the requisite corporate power and authority to execute, deliver and perform its obligations under this Agreement and each of the other Transaction Documents to which it is a party. Such Seller (if such Seller is a natural person) has the power and capacity to execute and deliver this Agreement and each of the other Transaction Documents to which it is a party.
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1Existence and Power. 34 4.2Authority...................................................................................................34 4.3Binding Agreement...................................................................................34 4.4Litigation...................................................................................................34 4.5No Conflicting Agreements.......................................................................35 4.6Taxes..........................................................................................................35
Sample 1
1Existence and Power. The Company is a duly incorporated and validly existing corporation and in good standing under the laws of the State of Delaware and has the ​ corporate power and authority to own its properties and conduct its business as currently conducted. The Company’s subsidiaries, Protalix Ltd. and Protalix B.V. (the “Subsidiaries” and, together with the Company, the “Company Parties”), are duly organized and validly existing and in good standing under the laws of Israel and the Netherlands, respectively, and have the organizational power and authority to hold their respective properties and conduct their businesses as currently conducted. The Company does not have any “significant subsidiary” as defined in Rule 1-02 of Regulation S-X that is not listed above.
Sample 1
1Existence and Power. Such Purchaser is duly organized and validly existing under the laws of the jurisdiction of its organization and has all requisite power and authority to enter into and perform its obligations under this Agreement.
Sample 1
1Existence and Power. 14 3.2Authorization............................................................................................................................14 3.3Enforceability............................................................................................................................14 3.4Governmental and Third Party Authorizations..............................................................................15 3.5Noncontravention......................................................................................................................15
Sample 1
1Existence and Power. 27 4.2Authorization............................................................................................................................28 4.3Enforceability............................................................................................................................28 4.4Governmental and Third Party Authorizations..............................................................................28 4.5Noncontravention......................................................................................................................28 4.6Brokers......................................................................................................................................28 4.7Investment Representations........................................................................................................28 4.8Capacity to Close; Solvency......................................................................................................29 4.9Financing................................................................................................................................29 Article V COVENANTS OF SELLER.......................................................................................................................30 5.1Conduct of Business..................................................................................................................30 5.2Assistance with Financing..........................................................................................................32 5.3No Solicitation..........................................................................................................................34 5.4Access to Premises and Information..........................................................................................34 -1- TABLE OF CONTENTS (continued) 5.5Registered Intellectual Property..................................................................................................35
Sample 1
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1Existence and Power. (a) Seller is a corporation duly formed, validly existing and in good standing under the Laws of the State of Delaware. (b) Each Acquired Company is a corporation, limited liability company or other form of entity (as applicable) duly formed, validly existing and in good standing under the Laws of its jurisdiction of incorporation or formation (as applicable), has all corporate, limited liability company or other form of entity (as applicable) power and authority required to own and lease its property and to carry on its business as presently conducted. Each Acquired Company is duly qualified to transact business as a foreign corporation, limited liability company or other form of entity (as applicable) and is in good standing as a foreign corporation, limited liability company or other form of entity (as applicable) authorized to transact business in each jurisdiction in which the nature of the business conducted by it requires such qualification, except where the failure to be so qualified or in good standing would not reasonably be expected to have a Material Adverse Effect.
Sample 1
1Existence and Power. Buyer is a corporation duly organized, validly existing, and in good standing under the Laws of the State of Delaware.
Sample 1

Related to 1Existence and Power

  • Existence and Power The Seller is a limited liability company validly existing and in good standing under the laws of the State of Delaware and has, in all material respects, all power and authority required to carry on its business as it is now conducted. The Seller has obtained all necessary licenses and approvals in each jurisdiction where the failure to do so would materially and adversely affect the ability of the Seller to perform its obligations under the Transaction Documents or affect the enforceability or collectibility of the Receivables or any other part of the Transferred Assets.

  • Corporate Existence and Power It is a company or corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction in which it is incorporated, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as contemplated in this Agreement, including the right to grant the licenses granted by it hereunder.

  • Organization and Power The Purchaser is duly organized, validly existing, and in good standing under the laws of the jurisdiction of its formation and has all requisite power and authority to carry on its business as presently conducted and as proposed to be conducted.

  • Existence and Qualification The Contracting Party is an Oklahoma municipality, validly existing and in good standing under the laws of the State of Oklahoma, and the Contracting Party has all requisite power and authority to own, operate and lease its properties and to carry on its business as presently conducted.

  • Authorization and Power Such Subscriber has the requisite power and authority to enter into and perform this Agreement and the other Transaction Documents (as defined herein) and to purchase the Note and Warrants being sold to it hereunder. The execution, delivery and performance of this Agreement and the other Transaction Documents by such Subscriber and the consummation by it of the transactions contemplated hereby and thereby have been duly authorized by all necessary corporate action, and no further consent or authorization of Subscriber or its board of directors or stockholders, if applicable, is required. This Agreement and the other Transaction Documents have been duly authorized, executed and delivered by such Subscriber and constitutes, or shall constitute, when executed and delivered, a valid and binding obligation of such Subscriber, enforceable against Subscriber in accordance with the terms thereof.

  • Corporate Organization and Power Each of the Borrower and its Subsidiaries (i) is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation, (ii) has the full corporate power and authority to execute, deliver and perform the Credit Documents to which it is or will be a party, to own and hold its property and to engage in its business as presently conducted, and (iii) is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction where the nature of its business or the ownership of its properties requires it to be so qualified, except where the failure to be so qualified would not, individually or in the aggregate, be reasonably likely to have a Material Adverse Effect.

  • Corporate Existence and Qualification Take the necessary steps to preserve its corporate existence and its right to conduct business in all states in which the nature of its business requires qualification to do business;

  • Existence, Qualification and Power Each Loan Party and each Subsidiary thereof (a) is duly organized or formed, validly existing and, as applicable, in good standing under the Laws of the jurisdiction of its incorporation or organization, (b) has all requisite power and authority and all requisite governmental licenses, authorizations, consents and approvals to (i) own or lease its assets and carry on its business and (ii) execute, deliver and perform its obligations under the Loan Documents to which it is a party, and (c) is duly qualified and is licensed and, as applicable, in good standing under the Laws of each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification or license; except in each case referred to in clause (b)(i) or (c), to the extent that failure to do so could not reasonably be expected to have a Material Adverse Effect.

  • Organization, Qualification and Power The Company is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation, and has all requisite corporate power and authority, and all governmental licenses, governmental authorizations, governmental consents and governmental approvals, required to carry on its business as now conducted and to own, lease and operate the assets and properties of the Company as now owned, leased and operated. The Company is duly qualified or licensed to do business as a foreign corporation and is in good standing in every jurisdiction in which the character or location of its properties and assets owned, leased or operated by the Company or the nature of the business conducted by the Company requires such qualification or licensing, except where the failure to be so qualified, licensed or in good standing in such other jurisdiction could not, individually or in the aggregate, have a Material Adverse Effect (as defined herein) on the Company. The Company has heretofore delivered to the Investors complete and accurate copies of its Articles of Incorporation and Bylaws, as currently in effect. The Company has previously delivered to the Investors a complete and accurate list of all jurisdictions in which the Company is qualified or licensed to do business as of the date hereof.

  • Maintenance of Existence and Qualifications Each Restricted Person will maintain and preserve its existence and its rights and franchises in full force and effect and will qualify to do business in all states or jurisdictions where required by applicable Law, except where the failure so to qualify will not cause a Material Adverse Change.

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