Good Standing Certificates. The Company shall have delivered to the Purchasers a certificate of the Secretary of State of the State of Delaware, dated as of a date within five days of the date of the Closing, with respect to the good standing of the Company.
Appears in 13 contracts
Samples: Purchase Agreement (Liveworld Inc), Purchase Agreement (Therma Wave Inc), Securities Purchase Agreement (Globecomm Systems Inc)
Good Standing Certificates. The Company shall have delivered to the Purchasers a certificate of the Secretary of State of the State of Delaware, dated as of a date within five ten days of the date of the Closing, with respect to the good standing of the Company.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Medefile International, Inc.), Securities Purchase Agreement (Roo Group Inc), Securities Purchase Agreement (Roo Group Inc)
Good Standing Certificates. The Company shall have delivered to the Purchasers Purchaser a certificate of good standing of the Company from the office of the Secretary of State of the State of Delaware, dated as of a date within no more than five days of the date of the Closing, with respect Business Days prior to the good standing of the CompanyClosing Date.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Bakkt Holdings, Inc.), Membership Interest Purchase Agreement (Bakkt Holdings, Inc.)
Good Standing Certificates. The Company shall have delivered deliver to the Purchasers Investors at the Closing a certificate of the Secretary of State of the State States of DelawareDelaware and North Carolina, dated as of a date within five days of the date of the Closing, with respect to the good standing of the Company.
Appears in 2 contracts
Samples: Series C Preferred Stock Purchase Agreement (Trans1 Inc), Series C Preferred Stock Purchase Agreement (Trans1 Inc)
Good Standing Certificates. The Company shall have delivered to the Purchasers a certificate of the Secretary of State of the State of Delaware, dated as of a date within five (5) days of the date of the Closing, with respect to the good standing of the Company.
Appears in 2 contracts
Samples: Common Stock and Warrant Purchase Agreement (Physiometrix Inc), Securities Purchase Agreement (Hi/Fn Inc)
Good Standing Certificates. The Company shall have delivered to the Purchasers Purchaser a certificate evidencing the incorporation and good standing of the Company in Delaware issued by the Secretary of State of the State of Delaware, dated Delaware as of a date within five ten days of the date of the Closing, with respect to the good standing Closing Date and a certified copy of the Company’s articles of organization, certified by the Secretary of State of Delaware, as of a date within ten days of the Closing Date.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sipex Corp), Securities Purchase Agreement (Sipex Corp)
Good Standing Certificates. The Company shall have delivered to the Purchasers Buyer a certificate of the Secretary of State of the State of Delaware, dated Delaware as of a date within five days of the date of the Closing, with respect to the good standing of the CompanyCompany as of a date not more than five Business Days prior to the Closing Date.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Vonage Holdings Corp)
Good Standing Certificates. The Company shall have delivered to the Purchasers Purchaser a certificate of the Secretary of State of the State of Delaware, dated as of a date within five days of the date of the Closing, with respect to the good standing of the Company.
Appears in 1 contract
Samples: Purchase Agreement (Liveworld Inc)
Good Standing Certificates. The Company Acquiror shall have delivered to received the Purchasers a certificate Certificate of Incorporation of the Company certified by the Secretary of State of Delaware as of a date within 10 days preceding the State of Delaware, dated Closing and a Good Standing Certificate for the Company as of a date within five days preceding the Closing issued by such Secretary of the date of the Closing, with respect to the good standing of the CompanyState.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Inkine Pharmaceutical Co Inc)
Good Standing Certificates. The Company shall have delivered to the Purchasers a certificate of the Secretary of State of the State of Delaware, dated as of a date within five ten business days of the date of the Closing, with respect to the good standing of the Company.
Appears in 1 contract
Good Standing Certificates. The Company shall have delivered to the Purchasers a certificate Purchaser certificates of good standing for the Company from the Secretary of State of the State of DelawareDelaware and the Secretary of State of the State of Illinois, dated as of a date within five days (5) Business Days of the date of the Closing, with respect to the good standing of the CompanyClosing Date.
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Good Standing Certificates. The Company shall have delivered to the Purchasers Purchaser with respect to the Company a certificate of good standing from the Secretary of State of the State of DelawareDelaware and any other jurisdictions in which such entity is qualified, which shall be dated as of a date within five days of the date of the Closing, with respect no earlier than three (3) Business Days prior to the good standing of the CompanyClosing Date.
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Good Standing Certificates. The Company shall have delivered to the Purchasers Investors a certificate of the Secretary of State of the State of Delaware, dated as of a date within five ten (10) business days of the date of the Closing, with respect to the good standing of the Company.
Appears in 1 contract
Samples: Elite Pharmaceuticals Inc /De/
Good Standing Certificates. The Company shall have ---------------------------- delivered to the Purchasers Investors a certificate of the Secretary of State of the State of Delaware, dated as of a date within five (5) days of the date of the Closing, with respect to the good standing of the Company.
Appears in 1 contract
Good Standing Certificates. The Company shall have delivered to the Purchasers a certificate of certificates from the Secretary Secretaries of State of the State of DelawareDelaware and the State of Maryland, dated as of a date within five days of the date of the Closing, with respect to the good standing of the Company.
Appears in 1 contract
Good Standing Certificates. The Company shall have delivered furnished to the Purchasers Representative a certificate evidencing the good standing of the Company from the Secretary of State of the State of Delaware, dated Delaware as of a date within five business days of the date of the Closing, with respect prior to the good standing of First Closing Date or the Companyapplicable Option Closing Date.
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Good Standing Certificates. The Company shall have delivered to the Purchasers Purchaser a certificate of good standing for each Group Company from the Delaware Secretary of State of the State of Delaware, dated as of a date within five days ten (10) Business Days of the date of the Closing, with respect to the good standing of the CompanyClosing Date.
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Good Standing Certificates. The Company Purchaser shall have delivered to the Purchasers a certificate Company certificates of good standing for the Purchaser and Merger Sub from the Secretary of State of the State of Delaware, dated Delaware as of a date within five days (5) Business Days of the date of the Closing, with respect to the good standing of the CompanyClosing Date.
Appears in 1 contract
Good Standing Certificates. The Company shall have delivered to Buyer with respect to the Purchasers Company a certificate of good standing from the Secretary of State of the State of DelawareDelaware and any other jurisdictions in which such entity is qualified, which shall be dated as of a date within five days of the date of the Closing, with respect no earlier than three Business Days prior to the good standing of the CompanyClosing Date.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Vertex Pharmaceuticals Inc / Ma)
Good Standing Certificates. The Company shall have delivered to the Purchasers received a good standing certificate of for Buyer certified by the Secretary of State of the State of Delaware, dated Delaware as of a recent date within five (which date shall be no more than three days of the date of the Closing, with respect prior to the good standing of the CompanyClosing Date).
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Good Standing Certificates. The Company shall have delivered to Acquiror certificates of good standing from the Purchasers a certificate of the Secretary of State Secretaries of the State of Delaware, Delaware and all other States in which the Company is qualified to do business dated as of a date within no earlier than five (5) business days of the date of the Closing, with respect prior to the good standing of the Company.Closing Date. SECTION 7.6
Appears in 1 contract
Samples: Agreement and Plan of Merger (JDS Uniphase Corp /Ca/)
Good Standing Certificates. The Company shall have delivered to Purchaser certificates of good standing from the Purchasers a certificate of the Secretary of State Secretaries of the State of Delaware, Delaware and all other States in which the Company is qualified to do business dated as of a date within no earlier than five (5) business days of the date of the Closing, with respect prior to the good standing of the CompanyClosing Date.
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