Common use of Good Standing Certificate Clause in Contracts

Good Standing Certificate. The Company shall have delivered to the Buyer a certificate evidencing the incorporation and good standing of the Company issued by the Secretary of State of the State of Delaware as of a date within fifteen (15) days of the Closing Date.

Appears in 13 contracts

Samples: Securities Purchase Agreement (Meta Financial Group Inc), Securities Purchase Agreement (Meta Financial Group Inc), Securities Purchase Agreement (Meta Financial Group Inc)

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Good Standing Certificate. The Company shall have delivered to the Buyer Buyers a certificate evidencing the incorporation and good standing of the Company issued by the Secretary of State of the State of Delaware as of a date within fifteen (15) days of the Closing Date.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Meta Financial Group Inc), Securities Purchase Agreement (Meta Financial Group Inc), Securities Purchase Agreement (Meta Financial Group Inc)

Good Standing Certificate. The Company Purchaser shall have delivered to the Buyer received a certificate evidencing the incorporation and good standing of the Company issued by from the Secretary of State of the State of Delaware as of a date dated within fifteen three (153) business days of such Closing Date evidencing the Closing Dategood standing and legal corporate existence of the Company.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Fate Therapeutics Inc), Stock Purchase Agreement, Stock Purchase Agreement (Fate Therapeutics Inc)

Good Standing Certificate. The Company shall have delivered to the Buyer Purchasers a certificate evidencing the incorporation and good standing of the Company issued by the Secretary of State of the State of Delaware Delaware, dated as of a date within fifteen (15) five days of the Closing Datedate of the Closing, with respect to the good standing of the Company.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Ocz Technology Group Inc), Securities Purchase Agreement (Ocz Technology Group Inc), Securities Purchase Agreement (Gvi Security Solutions Inc)

Good Standing Certificate. The Company shall have cause to be delivered to the Buyer Purchasers a certificate evidencing the incorporation and good standing of the Company issued by the Secretary of State of the State of Delaware as of a date within fifteen Delaware, dated not more than three business days prior to the Closing Date (15) days of which shall be brought down on the Closing Date), to the effect that the Company is validly existing and in good standing.

Appears in 3 contracts

Samples: Cumulative Perpetual Preferred Stock and Warrant Purchase Agreement (Kennedy-Wilson Holdings, Inc.), Purchase Agreement (Kennedy-Wilson Holdings, Inc.), Registration Rights Agreement (Kennedy-Wilson Holdings, Inc.)

Good Standing Certificate. The Company shall have delivered to the Buyer Purchaser a certificate evidencing the incorporation and good standing of certificate with respect to the Company issued by from the Secretary of State of the State of Delaware as of a date within fifteen (15) dated no more than 15 days of prior to the Initial Closing Date or the relevant Subsequent Closing Date, as the case may be.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Palatin Technologies Inc), Securities Purchase Agreement (King Pharmaceuticals Inc)

Good Standing Certificate. The Company shall have delivered to the Buyer Purchaser a certificate evidencing the incorporation and good standing of the Company issued by the Secretary of State of the State of Delaware as of a date within one Business Day of the Closing Date and for each United States Subsidiary in such entity's state of incorporation or organization issued by the Secretary of State of such state of incorporation or organization as of a date within fifteen (15) days of the Closing Date.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Hanover Direct Inc), Securities Purchase Agreement (Hanover Direct Inc)

Good Standing Certificate. The Company shall have delivered to the Buyer Purchasers a certificate evidencing the incorporation and good standing of the Company issued by the Secretary of State of the State of Delaware Delaware, dated as of a date within fifteen (15) ten days of the Closing Datedate of the Closing, with respect to the good standing of the Company.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Indus International Inc), Securities Purchase Agreement (Warburg Pincus Investors Lp)

Good Standing Certificate. The Company shall have delivered received a certificate as to the Buyer a certificate evidencing the incorporation formation and good standing of the Company Purchaser issued by the Secretary of State of the State of Delaware as of a date within fifteen (15) Delaware, dated not more than five days of before the Closing Date.

Appears in 2 contracts

Samples: Purchase Agreement (Ackerley Group Inc), Purchase Agreement (Sinclair Broadcast Group Inc)

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Good Standing Certificate. The Company shall have cause to be delivered to the Buyer a certificate evidencing the incorporation and good standing Purchasers certificates of the Company issued by the Secretary of State of the State of Delaware as of a date within fifteen (15) Delaware, dated not more than three business days of prior to the Closing Date, to the effect that each of the Company and Wayfair LLC is validly existing and in good standing.

Appears in 1 contract

Samples: Purchase Agreement (Wayfair Inc.)

Good Standing Certificate. The Company shall have delivered to the Buyer Purchasers a certificate evidencing the incorporation and good standing of the Company issued by the Secretary of State of the State of Delaware Delaware, dated as of a date within fifteen five (155) days of the Closing Datedate of such Closing, with respect to the good standing of the Company.

Appears in 1 contract

Samples: Series F Preferred Stock and Warrant Purchase Agreement (Winc, Inc.)

Good Standing Certificate. The Acquiror Company shall have delivered to the Buyer Company a certificate evidencing the incorporation and of good standing of the Acquiror Company dated within five (5) business days of Closing issued by the Secretary of State of the State of Delaware as of a date within fifteen (15) days of the Closing DateDelaware.

Appears in 1 contract

Samples: Share Exchange Agreement (China Chemical Corp.)

Good Standing Certificate. The Company shall have delivered to the such Buyer a certificate evidencing the incorporation and good standing of the Company issued by the Secretary of State of the State of Delaware as of a date within fifteen (15) days of the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Meta Financial Group Inc)

Good Standing Certificate. The Company shall have delivered to the Buyer Placement Agent on behalf of the Purchasers a certificate evidencing the incorporation and good standing of the Company issued by the Secretary of State of the State of Delaware Delaware, dated as of a date within fifteen (15) ten days of the Closing Datedate of the Closing, with respect to the good standing of the Company.

Appears in 1 contract

Samples: Form of Purchase Agreement (Grubb & Ellis Co)

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