Name and Existence Clause Samples

The "Name and Existence" clause serves to formally identify the parties involved in an agreement and confirm their legal existence and capacity to enter into the contract. Typically, this clause specifies the full legal names, organizational structures (such as corporation, partnership, or individual), and jurisdictions of formation or residence for each party. By clearly establishing the identity and legal standing of the parties, this clause helps prevent disputes over party legitimacy and ensures that the contract is enforceable against the correct entities.
Name and Existence. On the Effective Date, the Certificate of Incorporation of ITEQ, the corporation whose corporate existence is to survive the merger and continue thereafter as the surviving corporation, shall be amended and restated in its entirety [reference to omitted appendix] (the "Restated Certificate of Incorporation"). In all other respects the identity, existence, purposes, powers, objects, franchises, rights, and immunities of ITEQ, the surviving corporation of the merger, shall continue unaffected and unimpaired by the merger, and the corporate identity, existence, purposes, powers, objects, franchises, rights, and immunities of AIX shall be wholly merged into ITEQ, the Surviving Corporation, and ITEQ shall be fully vested therewith. Accordingly, on the Effective Date, the separate existence of AIX, except insofar as continued by statute, shall cease.
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Name and Existence. Effective as of the Effective Date, the Articles of Incorporation of A&J (the "A&J Articles"), the corporation whose corporate existence is to survive the merger and continue thereafter as the surviving corporation, shall be the Articles of Incorporation of the Surviving Corporation and the identity, existence, purposes, powers, objects, franchises, rights, and immunities of A&J, the surviving corporation of the merger, shall continue unaffected and unimpaired by the merger, and the corporate identity, existence, purposes, powers, objects, franchises, rights, and immunities of Sub Corp shall be wholly merged into A&J, and A&J shall be fully vested therewith. Accordingly, on the Effective Date, the separate existence of Sub Corp, except insofar as continued by statute, shall cease.
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Name and Existence. On the Effective Date, the Articles of Incorporation of Sun, the corporation whose corporate existence is to survive the Merger and continue thereafter as the surviving corporation, shall be amended and restated in its entirety into the form annexed hereto as Appendix II (the "Restated Articles of Incorporation"), which shall provide that the name of the Surviving Corporation shall be changed to "Brazos Sportswear, Inc." In all other respects the identity, existence, purposes, powers, objects, franchises, rights, and immunities of Sun, the surviving corporation of the Merger, shall continue unaffected and unimpaired by the Merger, and the corporate identity, existence, purposes, powers, objects, franchises, rights, and immunities of BSI shall be wholly merged into Sun, and Sun shall be fully vested therewith. Accordingly, on the Effective Date, the separate existence of BSI, except insofar as continued by statute, shall cease.
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Name and Existence. On the Effective Date, the identity, existence, purposes, powers, objects franchises, rights, and immunities of NEWCO, the surviving corporation of the merger, shall be the corporate identity, existence, purposes, powers, objects, franchises, rights and immunities of N-Vision which will be wholly merged into NEWCO, the Surviving Corporation. Accordingly, on the Effective Date, the separate existence and identity of Ponder, except insofar as c▇▇▇▇▇▇ed by statute, shall cease, and the name of the surviving corporation shall be changed to N-Vision Technology, Inc.
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Name and Existence. On the Effective Date, the identity, existence, purposes, powers, objects, franchises, rights, and immunities of Esenjay, the surviving corporation of the merger, shall continue unaffected and unimpaired by the merger, and the corporate identity, existence, purposes, powers, objects, franchises, rights, and immunities of 3DX shall be wholly merged into Esenjay, the Surviving Corporation, and Esenjay shall be fully vested therewith. Accordingly, on the Effective Date, the separate existence of 3DX, except insofar as continued by statute, shall cease.
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Name and Existence. On the Effective Date, the identity, existence, purposes, powers, objects franchises, rights, and immunities of NEWCO, the surviving corporation of the merger, shall be the corporate identity, existence, purposes, powers, objects, franchises, rights and immunities of N-Vision which will be wholly merged into NEWCO, the Surviving Corporation. Accordingly, on the Effective Date, the separate existence and identity of Ponder, except insofar as c▇▇▇▇▇▇ed by statute, shall cease, and the name of the surviving corporation shall be changed to N-Vision Technology, Inc.
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Related to Name and Existence

  • Due Organization and Existence The District is a school district, duly organized and existing under the Constitution and laws of the State of California.

  • Organization and Existence Such Investor is a validly existing corporation, limited partnership or limited liability company and has all requisite corporate, partnership or limited liability company power and authority to invest in the Securities pursuant to this Agreement.

  • Legal Existence Subject to Article Five hereof, the Company shall do or cause to be done all things necessary to preserve and keep in full force and effect (i) its legal existence, and the corporate, partnership or other existence of each Restricted Subsidiary, in accordance with the respective organizational documents (as the same may be amended from time to time) of each Restricted Subsidiary and the material rights (charter and statutory), licenses and franchises of the Company and its Restricted Subsidiaries; provided that the Company shall not be required to preserve any such right, license or franchise, or the corporate, partnership or other existence of any of its Restricted Subsidiaries if the Board of Directors of the Company shall determine that the preservation thereof is no longer desirable in the conduct of the business of the Company and its Restricted Subsidiaries taken as a whole, and that the loss thereof is not adverse in any material respect to the Holders.

  • Valid Existence Such Purchaser (i) is duly organized, validly existing and in good standing under the Laws of its respective jurisdiction of organization and (ii) has all requisite power, and has all material governmental licenses, authorizations, consents and approvals, necessary to own its Properties and carry on its business as its business is now being conducted, except where the failure to obtain such licenses, authorizations, consents and approvals would not have and would not reasonably be expected to have a Purchaser Material Adverse Effect.

  • Legal Existence and Good Standing The Borrower shall, and shall cause each of its Subsidiaries to, maintain its legal existence and its qualification and good standing in all jurisdictions in which the failure to maintain such existence and qualification or good standing could reasonably be expected to have a Material Adverse Effect.