Common use of Delivery of Good Standing Certificates and Corporate Resolutions Clause in Contracts

Delivery of Good Standing Certificates and Corporate Resolutions. The Purchaser shall have received certificates of good standing with respect to the Company and Subsidiary issued by the jurisdiction of its incorporation. The Purchaser shall have received copies of the resolutions of the Company and Subsidiary approving this Agreement, the Merger and the transactions contemplated herein, certified by an appropriate officer.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Must Haves, Inc.), Agreement and Plan of Merger (Pharmacity Corp)

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Delivery of Good Standing Certificates and Corporate Resolutions. The Purchaser Company shall have received certificates of good standing with respect to each of the Company Purchaser and Subsidiary Acquisition Sub issued by the jurisdiction of its incorporationincorporation and the jurisdictions listed on Schedule 6.01. The Purchaser Company shall have received copies of the resolutions of the Company Purchaser and Subsidiary the Acquisition Sub approving this Agreement, the Merger and the transactions contemplated herein, certified by an appropriate officer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Modem Media Poppe Tyson Inc)

Delivery of Good Standing Certificates and Corporate Resolutions. The Purchaser shall have received certificates of good standing with respect to the Company and Subsidiary its Subsidiaries issued by the jurisdiction of its incorporation. The Purchaser shall have received copies of the resolutions of the Company and Subsidiary its Subsidiaries approving this Agreement, the Merger and the transactions contemplated herein, certified by an appropriate officer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Chanticleer Holdings, Inc.)

Delivery of Good Standing Certificates and Corporate Resolutions. The Purchaser Company shall have received certificates of good standing with respect to the Company Parent and Subsidiary Purchaser issued by the jurisdiction of its incorporation. The Purchaser Company shall have received copies of the resolutions of the Company Parent and Subsidiary Purchaser approving this Agreement, the Merger and the transactions contemplated herein, certified by an appropriate officer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Chanticleer Holdings, Inc.)

Delivery of Good Standing Certificates and Corporate Resolutions. The Purchaser shall have received certificates of good standing with respect to each of the Company and Subsidiary the Operating Sub issued by the jurisdiction of its incorporationincorporation and the jurisdictions listed on Schedules 4.01(a) and 4.01(b). The Purchaser shall have received copies of the resolutions of the Company Company, Operating Sub and Subsidiary their stockholders approving this Agreement, the Merger and the transactions contemplated herein, certified by an appropriate officer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Modem Media Poppe Tyson Inc)

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Delivery of Good Standing Certificates and Corporate Resolutions. The Purchaser Company shall have received certificates of good standing with respect to each of the Company Purchaser and Subsidiary Acquisition Sub issued by the jurisdiction of its incorporationincorporation and the jurisdictions listed on Schedule 6.1. The Purchaser Company shall have received copies of the resolutions of the Company Purchaser and Subsidiary the Acquisition Sub approving this Agreement, the Merger and the transactions contemplated herein, certified by an appropriate officer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Screaming Media Com Inc)

Delivery of Good Standing Certificates and Corporate Resolutions. The Purchaser shall have received certificates of good standing with respect to the Company and Subsidiary issued by the jurisdiction of its incorporationincorporation and the jurisdictions listed on Schedule 4.1. The Purchaser shall have received copies of the resolutions of the Company and Subsidiary its Stockholders approving this Agreement, the Merger and the transactions contemplated herein, certified by an appropriate officer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Screaming Media Com Inc)

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