Common use of Due Incorporation; Power and Authority, Etc Clause in Contracts

Due Incorporation; Power and Authority, Etc. The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware with full corporate power and authority to own or lease, as the case may be, and to operate its properties and conduct its business as described in the Statutory Prospectus and the Prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification.

Appears in 7 contracts

Samples: Underwriting Agreement (Santa Monica Media CORP), Underwriting Agreement (Santa Monica Media CORP), Underwriting Agreement (Santa Monica Media CORP)

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Due Incorporation; Power and Authority, Etc. The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware with full corporate power and authority to own or lease, as the case may be, and to operate its properties and conduct its business as described in the Statutory Prospectus Disclosure Package and the Prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification, except where the failure to be so qualified and in good standing would not have a material adverse effect on the financial condition, prospects, earnings, or business of the Company (in each case a “Material Adverse Effect”).

Appears in 3 contracts

Samples: Underwriting Agreement (Sapphire Industrials Corp.), Underwriting Agreement (Sapphire Industrials Corp.), Underwriting Agreement (Sapphire Industrials Corp.)

Due Incorporation; Power and Authority, Etc. The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware with full corporate power and authority to (i) own or lease, as the case may be, and to operate its properties and conduct its business as described in the Statutory General Disclosure Package, Registration Statement and the Prospectus and (ii) enter into this Agreement and the ProspectusPurchase Option and carry out the transactions contemplated herein, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification.

Appears in 2 contracts

Samples: Converted Organics Inc., Converted Organics Inc.

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Due Incorporation; Power and Authority, Etc. The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware with full corporate power and authority to own or lease, as the case may be, and to operate its properties and conduct its business as described in the Registration Statement, Statutory Prospectus and the Prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification.

Appears in 1 contract

Samples: Underwriting Agreement (BPW Acquisition Corp.)

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