Good Standing Certificate or Equivalent Sample Clauses

Good Standing Certificate or Equivalent. DoveBid shall have received --------------------------------------- evidence satisfactory to it that the Company is validly existing, in good standing and authorized to do business and that all state franchise and/or income tax returns and taxes due by the Company for all periods prior to the Closing have been filed and paid. DoveBid's failure to require or receive such evidence in no way vitiates or affects the Company's or the Shareholders' representations and warranties regarding such matters and DoveBid's reliance on such representations or warranties.
AutoNDA by SimpleDocs
Good Standing Certificate or Equivalent. At it sole discretion, --------------------------------------- DoveBid shall have received evidence satisfactory to it that OWP is validly existing, in good standing and authorized to do business and that all state franchise and/or income tax returns and taxes due by OWP for all periods prior to the Closing have been filed and paid. DoveBid's failure to require or receive such evidence in no way vitiates or affects OWP's or the Principal Shareholder's representations and warranties regarding such matters and DoveBid's reliance on such representations or warranties.
Good Standing Certificate or Equivalent. At it sole discretion, DoveBid shall have received evidence satisfactory to it that Greenwich is validly existing, in good standing and authorized to do business and that all state franchise and/or income tax returns and taxes due by Greenwich for all periods prior to the Closing have been filed and paid. DoveBid's failure to require or receive such evidence in no way vitiates or affects Greenwich's or the Members' representations and warranties regarding such matters and DoveBid's reliance on such representations or warranties.
Good Standing Certificate or Equivalent. At it sole discretion, --------------------------------------- DoveBid shall have received evidence satisfactory to it that B&B is validly existing, in good standing and authorized to do business and that all state franchise and/or income tax returns and taxes due by B&B for all periods prior to the Closing have been filed and paid. DoveBid's failure to require or receive such evidence in no way vitiates or affects B&B's or the Stockholders' representations and warranties regarding such matters and DoveBid's reliance on such representations or warranties.
Good Standing Certificate or Equivalent. DoveBid shall have received --------------------------------------- evidence satisfactory to it that the Company is validly existing, in good standing and authorized to do business in California. DoveBid shall have received a certificate dated the Closing Date signed by the Shareholders and the President of the Company that all state franchise and/or income tax returns and taxes due by the Company for all fiscal year periods prior to the Closing have been filed and paid. DoveBid's failure to require or receive such evidence in no way vitiates or affects the Company's or the Shareholders' representations and warranties regarding such matters and DoveBid's reliance on such representations or warranties.
Good Standing Certificate or Equivalent. At it sole discretion, --------------------------------------- DoveBid shall have received evidence satisfactory to it that Unidyne is validly existing, in good standing and authorized to do business and that all state franchise and/or income tax returns and taxes due by Unidyne for all periods prior to the Closing have been filed and paid. DoveBid's failure to require or receive such evidence in no way vitiates or affects Unidyne's or the Stockholders' representations and warranties regarding such matters and DoveBid's reliance on such representations or warranties.

Related to Good Standing Certificate or Equivalent

  • Good Standing Certificate A certified copy of a good standing certificate from the jurisdiction of organization of Seller, dated as of no earlier than the date ten (10) Business Days prior to the Closing Date.

  • Good Standing Certificates The Administrative Agent shall have received certificates dated as of a recent date from the Secretary of State or other appropriate authority evidencing the good standing of each Loan Party (i) in the jurisdiction of its organization or formation and (ii) in each other jurisdiction where its ownership, lease or operation of Property or the conduct of its business requires it to qualify as a foreign Person except, as to this subclause (ii), where the failure to so qualify could not reasonably be expected to have a Material Adverse Effect.

  • Closing Certificate; Certified Certificate of Incorporation; Good Standing Certificates The Administrative Agent shall have received (i) a certificate of each Loan Party, dated the Closing Date, substantially in the form of Exhibit C, with appropriate insertions and attachments, including the certificate of incorporation of each Loan Party that is a corporation certified by the relevant authority of the jurisdiction of organization of such Loan Party, and (ii) a long form good standing certificate for each Loan Party from its jurisdiction of organization.

  • Existence; Good Standing It is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization or formation and has all requisite power and authority to own and operate its properties and to conduct its business, as conducted and planned to be conducted as of the date hereof.

  • Closing Certificates; Certified Certificate of Incorporation; Good Standing Certificates The Administrative Agent shall have received (i) a certificate of each Loan Party, dated the Effective Date and executed by its Secretary or Assistant Secretary, which shall (A) certify the resolutions of its Board of Directors, members or other body authorizing the execution, delivery and performance of the Loan Documents to which it is a party, (B) identify by name and title and bear the signatures of the Financial Officers and any other officers of such Loan Party authorized to sign the Loan Documents to which it is a party, and (C) contain appropriate attachments, including the certificate or articles of incorporation or organization of each Loan Party certified by the relevant authority of the jurisdiction of organization of such Loan Party and a true and correct copy of its by-laws or operating, management or partnership agreement, and (ii) a long form good standing certificate for each Loan Party from its jurisdiction of organization.

  • Organization, Good Standing, Etc Each Loan Party (i) is a corporation, limited liability company or limited partnership duly organized, validly existing and in good standing under the laws of the state or jurisdiction of its organization, (ii) has all requisite power and authority to conduct its business as now conducted and as presently contemplated and, in the case of the Borrowers, to make the borrowings hereunder, and to execute and deliver each Loan Document to which it is a party, and to consummate the transactions contemplated thereby, and (iii) is duly qualified to do business and is in good standing in each jurisdiction in which the character of the properties owned or leased by it or in which the transaction of its business makes such qualification necessary, except (solely for the purposes of this subclause (iii)) where the failure to be so qualified and in good standing could reasonably be expected to have a Material Adverse Effect.

  • Certificates of Good Standing Certificates as of a recent date of the good standing of each Credit Party under the laws of its jurisdiction of organization and, to the extent requested by the Administrative Agent, each other jurisdiction where such Credit Party is qualified to do business and, to the extent available, a certificate of the relevant taxing authorities of such jurisdictions certifying that such Credit Party has filed required tax returns and owes no delinquent taxes.

  • Certificate of Good Standing Legal Existence; and

  • Organization; Good Standing The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.

  • Due Organization; Good Standing The Company is duly created, validly existing and in good standing as a statutory trust under the laws of the State of Delaware.

Time is Money Join Law Insider Premium to draft better contracts faster.