Common use of Good Standing Certificate Clause in Contracts

Good Standing Certificate. A certificate of good standing with respect to the Buyer, issued by the Secretary of State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;

Appears in 8 contracts

Samples: Asset Purchase Agreement (Patriot National, Inc.), Asset Purchase Agreement (Patriot National, Inc.), Asset Purchase Agreement (Patriot National, Inc.)

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Good Standing Certificate. A certificate of good standing with respect to the BuyerSeller, issued by the applicable Secretary of State of DelawareState, as of a date not more than thirty (30) days prior to the Closing Date;

Appears in 8 contracts

Samples: Asset Purchase Agreement (Patriot National, Inc.), Asset Purchase Agreement (Patriot National, Inc.), Asset Purchase Agreement (Patriot National, Inc.)

Good Standing Certificate. A certificate of good standing certificate with respect to the Buyer, Buyer issued by the Secretary of State of the State of Delaware, dated as of a date not no more than thirty three (303) days Business Days prior to the Closing Date;

Appears in 3 contracts

Samples: Asset Purchase Agreement (Icagen, Inc.), Asset Purchase Agreement (XY - The Findables Co), Asset Purchase Agreement (Ligand Pharmaceuticals Inc)

Good Standing Certificate. A certificate of good standing standing, dated not more than ten (10) days prior to the Closing Date, with respect to the BuyerCompany, issued by the Secretary of State of the State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;

Appears in 2 contracts

Samples: Merger Agreement (Ritchie Bros Auctioneers Inc), Merger Agreement (TopBuild Corp)

Good Standing Certificate. A certificate Certificate of good standing standing, dated not more than ten days prior to the Closing Date, with respect to the BuyerParent and Merger Sub, issued by the Secretary of State of the State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;; and

Appears in 2 contracts

Samples: Merger Agreement (Paychex Inc), Merger Agreement (Thermon Holding Corp.)

Good Standing Certificate. A certificate of good standing with respect to the Buyer, issued by the Delaware Secretary of State of DelawareState, as of a date not more than thirty dated within ten (3010) days prior to of the Closing Date;closing, showing that Buyer is in good standing.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Omnicomm Systems Inc), Agreement and Plan of Acquisition (Omnicomm Systems Inc)

Good Standing Certificate. A certificate of good standing with respect to the Buyer, issued by certificate for Buyer from the Secretary of State of the State of Delaware, as of a date dated not more than thirty (30) 10 days prior to the Closing Date;

Appears in 1 contract

Samples: Asset Purchase Agreement (Unilab Corp /De/)

Good Standing Certificate. A certificate of good standing standing, dated not more than ten (10) days prior to the Closing Date, with respect to the Buyer, Parent issued by the Secretary of State of the State of Washington and Merger Sub issued by the Secretary of State of the State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;; and

Appears in 1 contract

Samples: Merger Agreement (Ritchie Bros Auctioneers Inc)

Good Standing Certificate. A certificate of good standing with respect certificate for the Buyer issued not more than ten (10) days prior to the Buyer, issued Closing Date by the Secretary of State of the State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;.

Appears in 1 contract

Samples: Membership Interests Purchase Agreement (Dolan Media CO)

Good Standing Certificate. A certificate of good standing with respect to the Buyer, issued by the Secretary of State of Delaware, Delaware as of a date not more than thirty five (305) days prior to the Closing Date;.

Appears in 1 contract

Samples: Asset Purchase Agreement (Post Holdings, Inc.)

Good Standing Certificate. A certificate Certificate of good standing with respect to the Buyer, issued by the Secretary of State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;

Appears in 1 contract

Samples: Asset Purchase Agreement (Patriot National, Inc.)

Good Standing Certificate. A Good standing certificate of good standing with respect to the Buyer, Seller issued by the Delaware Secretary of State of Delaware, as of a date dated not more than thirty fifteen (3015) days prior to the Closing Date;.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ameriquest Technologies Inc)

Good Standing Certificate. A certificate of good standing with respect to certificate for the Buyer, Company issued by the Secretary of State of the State of Delaware, dated as of a date not no more than thirty three (303) business days prior to the Closing Date;.

Appears in 1 contract

Samples: Merger Agreement (Pc Mall Inc)

Good Standing Certificate. A certificate of good standing certificate with respect to the Buyer, Seller issued by the Secretary of each of the State of Delawarethe State of Delaware and the State of California, dated as of a date not no more than thirty three (303) days Business Days prior to the Closing Date;

Appears in 1 contract

Samples: Asset Purchase Agreement (XY - The Findables Co)

Good Standing Certificate. A good standing certificate of good standing with respect to the Buyer, Seller issued by the Secretary of State of the State of Delaware, dated as of a date not more than thirty five (305) days Business Days prior to the Closing Date;

Appears in 1 contract

Samples: Asset Purchase Agreement (Escalade Inc)

Good Standing Certificate. A certificate of good standing with respect to the Buyer, Seller issued by the Secretary of State of Delaware, Delaware as of a date not more than thirty two (302) days prior to the Closing Date;.

Appears in 1 contract

Samples: Asset Purchase Agreement (Viggle Inc.)

Good Standing Certificate. A certificate of good standing standing, dated not more than ten (10) days prior to the Closing Date, with respect to the BuyerCompany, issued by the Secretary of State of the State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;; and

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Arcosa, Inc.)

Good Standing Certificate. A certificate of good standing standing, dated not more than ten (10) days prior to the Closing Date, with respect to the Buyereach of Buyer and Merger Sub, issued by the Secretary of State of the State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;; and

Appears in 1 contract

Samples: Merger Agreement (TopBuild Corp)

Good Standing Certificate. A certificate of good standing certificate with respect to the Buyer, Buyer issued by the Secretary of State of the State of Delaware, dated as of a date not no more than thirty five (305) days Business Days prior to the Closing Date;; and

Appears in 1 contract

Samples: Asset Purchase Agreement (Escalade Inc)

Good Standing Certificate. A certificate Certificate of good standing standing, dated not more than ten days prior to the Closing Date, with respect to the BuyerBuyer and the Buyer Parent, issued by the Secretary of State of the State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;

Appears in 1 contract

Samples: Stock Purchase Agreement (Ames True Temper, Inc.)

Good Standing Certificate. A certificate certificate, dated within 30 days of good standing with respect to the BuyerClosing Date, issued by of the Secretary of State of Delaware, as Delaware evidencing the good standing of a date not more than thirty (30) days prior to the Closing Date;Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Ebix Inc)

Good Standing Certificate. A certificate of good standing certificate with respect to the Buyer, Company issued by the Secretary of State of the State of Delaware, dated as of a date not more than thirty three (303) days Business Days prior to the Closing Date;

Appears in 1 contract

Samples: Merger Agreement (Appfolio Inc)

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Good Standing Certificate. A certificate of good Good standing certificates with respect to the Buyer, Buyer issued by the Secretary of State of the State of Delaware, dated as of a date not no more than thirty ten (3010) days prior to the Closing Date;.

Appears in 1 contract

Samples: Asset Purchase Agreement (Arcadia Biosciences, Inc.)

Good Standing Certificate. A certificate Certificate of good standing with respect to the Buyer, for Purchaser issued by the Secretary of State of Delaware, as of a date not more than thirty dated within ten (3010) business days prior to the Closing Date;.

Appears in 1 contract

Samples: Asset Purchase Agreement (Blonder Tongue Laboratories Inc)

Good Standing Certificate. A certificate of good standing with respect to the BuyerCompany, issued by the Secretary of State of Delaware, Delaware as of a date not more than thirty (30) days prior to the Closing Date;

Appears in 1 contract

Samples: Stock Purchase Agreement (Patriot National, Inc.)

Good Standing Certificate. A certificate of good standing certificate with respect to the Buyer, Company issued by the Secretary of State of the State of Delaware, dated as of a date not more than thirty five (305) days Business Days prior to the Closing Date;

Appears in 1 contract

Samples: Stock Purchase Agreement (Simply Good Foods Co)

Good Standing Certificate. A certificate of good standing with respect to the BuyerSeller, issued by the Secretary of State of Delaware, Delaware as of a date not more than thirty five (305) days prior to the Closing Date;.

Appears in 1 contract

Samples: Asset Purchase Agreement (Post Holdings, Inc.)

Good Standing Certificate. A certificate of good standing certificate with respect to the Buyer, Purchaser issued by the Secretary of State of the State of Delaware, dated as of a date not more than thirty three (303) days Business Days prior to the Closing Date;; and

Appears in 1 contract

Samples: Merger Agreement (Appfolio Inc)

Good Standing Certificate. A certificate Certificate of good standing Good Standing dated ------------------------- not more than 15 days prior to the Closing Date, with respect to the Buyer, issued by the Secretary of State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;

Appears in 1 contract

Samples: Stock Purchase Agreement (Allin Communications Corp)

Good Standing Certificate. A certificate Certificate of good standing standing, dated not more than ten days prior to the Closing Date, with respect to the BuyerCompany, issued by the Secretary of State of the State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;

Appears in 1 contract

Samples: Merger Agreement (Paychex Inc)

Good Standing Certificate. A certificate Certificate of good standing standing, dated not more than ten days prior to the Closing Date, with respect to the Buyer, issued by the Secretary of State of the State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;

Appears in 1 contract

Samples: Stock Purchase Agreement (Lazy Days R.V. Center, Inc.)

Good Standing Certificate. A certificate of Certificate dated within 30 days before the Closing Date certifying that Buyer is in good standing with respect to under the Buyer, issued by laws of the Secretary of State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;.

Appears in 1 contract

Samples: Asset Purchase Agreement (Lenox Group Inc)

Good Standing Certificate. A certificate of good standing with respect to the Buyerof Purchaser, issued by the Secretary of State of Delaware, as of a date not more earlier than thirty three (303) days prior to the Closing Date;Date by the Secretary of the State of Delaware.

Appears in 1 contract

Samples: Asset Purchase Agreement (Styling Technology Corp)

Good Standing Certificate. A certificate of good standing certificate with respect to the Buyer, Company issued by the Delaware Secretary of State of DelawareState, dated as of a date not more than thirty (30) days prior to five Business Days before the Closing Date;

Appears in 1 contract

Samples: Merger Agreement (Ligand Pharmaceuticals Inc)

Good Standing Certificate. A certificate of good standing standing, dated not more than five (5) days prior to the Closing Date, with respect to the BuyerCompany, issued by the Secretary of State of the State of Delaware, as of a date not more than thirty (30) days prior to the Closing Date;.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Jamf Holding Corp.)

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