Common use of Existence and Good Standing Certificates Clause in Contracts

Existence and Good Standing Certificates. Certificates of the appropriate government officials of the state of incorporation of the Company as to its existence and good standing, and certificates of the appropriate government officials in each state where the Company does business and where failure to qualify as a foreign corporation would have a Material Adverse Effect, as to its good standing and due qualification to do business in such state, each dated within thirty (30) days prior to the Closing Date; and

Appears in 5 contracts

Samples: Senior Subordination Agreement (Jotan Inc), Note Purchase Agreement (Obsidian Enterprises Inc), Loan Agreement (Irata Inc)

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Existence and Good Standing Certificates. Certificates of the appropriate government officials of the state of incorporation of the Company such Subsidiary as to its existence and good standing, and certificates of the appropriate government officials in each state where the Company such Subsidiary does business and where failure to qualify as a foreign corporation would have a Material Adverse Effect, as to its good standing and due qualification to do business in such state, each dated within thirty sixty (3060) days prior to the Closing Date; and

Appears in 1 contract

Samples: Note Purchase Agreement (Massic Tool Mold & Die Inc)

Existence and Good Standing Certificates. Certificates of the appropriate government officials of the state of incorporation of the Company as to its existence and good standing, and certificates of the appropriate government officials in each state where the Company does business and where failure to qualify as a foreign corporation would have a Material Adverse Effect, as to its good standing and due qualification to do business in such state, each dated within thirty sixty (3060) days prior to the Closing Date; and

Appears in 1 contract

Samples: Note Purchase Agreement (Massic Tool Mold & Die Inc)

Existence and Good Standing Certificates. Certificates of the appropriate government officials of the state of incorporation or organization of the Company and each Guarantor as to its existence and good standing, and certificates of the appropriate government officials in each state where the Company or each Guarantor does business and where failure to qualify as a foreign corporation company would have a Material Adverse Effect, as to its good standing and due qualification to do business in such state, each dated within thirty (30) days prior to the Closing Date; and

Appears in 1 contract

Samples: Note Purchase Agreement (Deckers Outdoor Corp)

Existence and Good Standing Certificates. Certificates of the appropriate government officials of the state of incorporation of the Company and each of its Subsidiaries as to its existence and good standing, and certificates of the appropriate government officials in each state where the Company or any of its Subsidiaries does business and where failure to qualify as a foreign corporation would have a Material Adverse Effect, as to its good standing and due qualification to do business in such state, each dated within thirty (30) days prior to the Closing Date; and

Appears in 1 contract

Samples: Note Purchase Agreement (Unique Fabricating, Inc.)

Existence and Good Standing Certificates. Certificates of the appropriate government officials of the state of incorporation of the Company as to its the existence and good standing, and certificates of the appropriate government officials in each state where the Company does business and where failure to qualify as a foreign corporation would have a Material Adverse Effect, as to its good standing and due qualification to do business in such state, each dated within thirty (30) days prior to following the Closing Date; and

Appears in 1 contract

Samples: Note Purchase Agreement (International Total Services Inc)

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Existence and Good Standing Certificates. Certificates of the appropriate government officials of the state of incorporation of the Company such corporation as to its existence and good standing, and certificates of the appropriate government officials in each state where the Company such corporation does business and where failure to qualify as a foreign corporation would have a Material Adverse Effect, as to its good standing and due qualification to do business in such state, each dated within thirty (30) 30 days prior to the Closing Date; and

Appears in 1 contract

Samples: Note Purchase Agreement (Kenan Advantage Group Inc)

Existence and Good Standing Certificates. Certificates of the appropriate government officials of the state jurisdiction of incorporation of the Company as to its existence and good standing, and certificates of the appropriate government officials in each state jurisdiction where the Company does business and where failure to qualify as a foreign corporation would could reasonably be expected to have a Material Adverse Effect, as to its good standing and due qualification to do business in such statestate or, if applicable, foreign jurisdiction, each dated within thirty (30) 10 days prior to the Closing Date; and

Appears in 1 contract

Samples: Senior Note and Warrant Purchase Agreement (Cardiac Science Inc)

Existence and Good Standing Certificates. Certificates of the appropriate government officials of the state of incorporation of the Company such corporation as to its existence and good standing, and certificates of the appropriate government officials in each state where the Company such corporation does business and where failure to qualify as a foreign corporation would have a Material Adverse Effect, as to its good standing and due qualification to do business in such state, each dated within thirty (30) 30 days prior to the Closing Date; and.

Appears in 1 contract

Samples: Note Purchase Agreement (Kenan Advantage Group Inc)

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