Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification.
Appears in 31 contracts
Samples: Underwriting Agreement (Accrue Software Inc), Underwriting Agreement (Quest Software Inc), Underwriting Agreement (Primus Knowledge Solutions Inc)
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification, except where the failure to do so would not have a Material Adverse Effect.
Appears in 3 contracts
Samples: Esperion Therapeutics Inc/Mi, Esperion Therapeutics Inc/Mi, Insmed Inc
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or corporation, limited liability companycompany or statutory trust, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectusProspectus, and is duly qualified to do business as a foreign corporation corporation, limited liability company or statutory trust, as the case may be, and is in good standing under the laws of each jurisdiction which that requires such qualification.
Appears in 3 contracts
Samples: Underwriting Agreement (American Capital Strategies LTD), American Capital Strategies LTD, American Capital Strategies LTD
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries Subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification.
Appears in 3 contracts
Samples: Placement Agency Agreement (Incara Pharmaceuticals Corp), Placement Agency Agreement (Incara Pharmaceuticals Corp), Placement Agency Agreement (Incara Pharmaceuticals Corp)
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized incorporated and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full of its incorporation and has corporate power and authority to own own, lease and operate its properties and to conduct its business as described in the prospectusProspectus and, in the case of the Company, to enter into and is duly qualified to do business as a foreign corporation and is in good standing perform its obligations under the laws of each jurisdiction which requires such qualification.this
Appears in 2 contracts
Samples: Underwriting Agreement (Displaytech Inc), Custody Agreement (Dycom Industries Inc)
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectusProspectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification.
Appears in 2 contracts
Samples: Underwriting Agreement (Firepond Inc), Computer Access Technology Corp
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability companystatutory trust, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectusProspectus, and is duly qualified to do business as a foreign corporation or statutory trust, as the case may be, and is in good standing under the laws of each jurisdiction which that requires such qualification.
Appears in 2 contracts
Samples: Underwriting Agreement (American Capital Strategies LTD), Underwriting Agreement (American Capital Strategies LTD)
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectusProspectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualificationqualification except where the failure to obtain such foreign qualifications and good standings would not have a Material Adverse Effect.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which that requires such qualification.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualificationqualification except where the failure to be so qualified does not amount to a Material Adverse Effect.
Appears in 1 contract
Samples: Underwriting Agreement (Regent Licensee of El Paso Inc)
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification, except where the failure to be so qualified or be in good standing would not have a Material Adverse Effect.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectusProspectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized incorporated and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is chartered or organized (to the extent such concepts are applicable in such jurisdictions) with full corporate power and authority to own or lease, as the case may be, and to operate its properties and conduct its business as described in the prospectusRegistration Statement and the Prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification.
Appears in 1 contract
Samples: Sales Agreement (NuCana PLC)
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualificationqualification except where the failure to be so qualified or in good standing would not result in a Material Adverse Effect.
Appears in 1 contract
Samples: Americredit Corp
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification, except where the failure to be so qualified or in good standing would not have a Material Adverse Effect.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectusProspectus, and is duly qualified to do business as a foreign corporation corporation, and is in good standing under the laws of each jurisdiction which requires such qualification, except where the absence to register would not have a Material Adverse Effect.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectusProspectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification, except where the failure to be so qualified would not have a Material Adverse Effect.
Appears in 1 contract
Samples: Underwriting Agreement (Charlotte Russe Holding Inc)
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized incorporated and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full of its incorporation and has corporate power and authority to own own, lease and operate its properties and to conduct its business as described in the prospectusProspectus and, in the case of the Company, to enter into and is duly qualified to do business as a foreign corporation and is in good standing perform its obligations under this Agreement. Each of the laws of each jurisdiction which requires such qualification.3
Appears in 1 contract
Samples: Hutchinson Technology Inc
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification, except where a failure to be so qualified or in good standing would not result in a Material Adverse Change.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualificationqualification except where the failure to be so qualified would not have a Material Adverse Effect.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized incorporated and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full of its incorporation and has corporate power and authority to own own, lease and operate its properties and to conduct its business as described in the prospectusProspectus and, in the case of the Company, to enter into and perform its obligations under this Agreement. Each of the Company and each subsidiary is duly qualified to do business as a foreign corporation to transact business and is in good standing under the laws of in each other jurisdiction which requires such qualification.in
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate or limited liability company power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation entity and is in good standing under the laws of each jurisdiction which requires such qualification.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability companybusiness trust, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectusProspectus, and is duly qualified to do business as a foreign corporation or business trust, as the case may be, and is in good standing under the laws of each jurisdiction which that requires such qualification.
Appears in 1 contract
Samples: American Capital Strategies LTD
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification, except where the failure to be so qualified would not have a Material Adverse Effect.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized incorporated and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full of its incorporation and has corporate power and authority to own own, lease and operate its properties and to conduct its business as described in the prospectusProspectus and, and is duly qualified in the case of the Company, to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification.enter into and
Appears in 1 contract
Samples: American Bank Note Holographics Inc
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectuseach Circular, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries (i) has been duly organized and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full corporate power and authority to own its properties and conduct its business as described in the prospectusProspectus, and (ii) is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification, except where the failure to be so qualified would not have a Material Adverse Effect.
Appears in 1 contract
Incorporation and Good Standing of the Company and its Subsidiaries. Each of the Company and its subsidiaries has been duly organized incorporated and is validly existing as a corporation or limited liability company, as the case may be, in good standing under the laws of the jurisdiction in which it is organized with full of its incorporation and has corporate power and authority to own its properties own, lease and conduct its business as described in the prospectus, and is duly qualified to do business as a foreign corporation and is in good standing under the laws of each jurisdiction which requires such qualification.operate its
Appears in 1 contract
Samples: Underwriting Agreement (Red Robin Gourmet Burgers Inc)