Organization and Authority. Such Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement on a timely basis, and such Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 6 contracts
Samples: Subordinated Note Purchase Agreement (Tectonic Financial, Inc.), Subordinated Note Purchase Agreement (Southern National Bancorp of Virginia Inc), Subordinated Note Purchase Agreement (Bank of Commerce Holdings)
Organization and Authority. Such Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 6 contracts
Samples: Investment Agreement (DBD Cayman, Ltd.), Investment Agreement (Boston Private Financial Holdings Inc), Investment Agreement (Sirius Xm Radio Inc.)
Organization and Authority. Such The Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would reasonably be reasonably expected to materially and adversely affect such the Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such the Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 6 contracts
Samples: Investment Agreement (Virtu Financial, Inc.), Investment Agreement (Virtu Financial, Inc.), Investment Agreement (Virtu Financial, Inc.)
Organization and Authority. Such Purchaser The Investor is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such Purchaser’s the Investor's ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such Purchaser the Investor has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Sun Bancorp Inc /Nj/), Securities Purchase Agreement (Sun Bancorp Inc /Nj/), Securities Purchase Agreement (Sun Bancorp Inc /Nj/)
Organization and Authority. Such The Purchaser is duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would reasonably be reasonably expected to materially and adversely affect such the Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such the Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Simplify Inventions, LLC), Stock Purchase Agreement (Simplify Inventions, LLC), Stock Purchase Agreement (B. Riley Financial, Inc.)
Organization and Authority. Such The Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such the Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such the Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 3 contracts
Samples: Investment Agreement (Care.com Inc), Preferred Stock Purchase Agreement (WildHorse Resource Development Corp), Investment Agreement (Genesee & Wyoming Inc)
Organization and Authority. Such Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement on a timely basis, and such Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 3 contracts
Samples: Subordinated Note Purchase Agreement (Citizens Community Bancorp Inc.), Investment Agreement (Corsair Capital LLC), Investment Agreement (United Community Banks Inc)
Organization and Authority. Such Purchaser If an entity, the Investor is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such Purchaserthe Investor’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such Purchaser the Investor has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Brown Bernard A), Securities Purchase Agreement (Sun Bancorp Inc /Nj/), Securities Purchase Agreement (Sun Bancorp Inc /Nj/)
Organization and Authority. Such The Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would reasonably be reasonably expected to materially and adversely affect such the Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such the Purchaser has the corporate or other requisite power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 3 contracts
Samples: Investment Agreement (Resideo Technologies, Inc.), Investment Agreement, Investment Agreement (Beacon Roofing Supply Inc)
Organization and Authority. Such The Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and qualified, except where failure to be so qualified would not reasonably be reasonably expected to materially and adversely affect such the Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such the Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 3 contracts
Samples: Equity Commitment and Investment Agreement (Catalent, Inc.), Investment Agreement (Signet Jewelers LTD), Investment Agreement (Graftech International LTD)
Organization and Authority. Such Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Washington Mutual, Inc), Securities Purchase Agreement (Washington Mutual, Inc), Securities Purchase Agreement (Washington Mutual, Inc)
Organization and Authority. Such The Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such the Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such the Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Strategic Storage Trust VI, Inc.), Preferred Stock Purchase Agreement (SmartStop Self Storage REIT, Inc.)
Organization and Authority. Such Purchaser is duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its incorporation or organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where any failure to be so qualified would reasonably be reasonably expected to materially and adversely affect such Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement Contemplated Transactions on a timely basis, and such Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 2 contracts
Samples: Subordinated Note Purchase Agreement (First Western Financial Inc), Subordinated Note Purchase Agreement (Business First Bancshares, Inc.)
Organization and Authority. Such Purchaser The Investor (if other than a natural person) is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such Purchaserthe Investor’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such Purchaser the Investor has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sun Bancorp Inc /Nj/), Securities Purchase Agreement (Sun Bancorp Inc /Nj/)
Organization and Authority. Such The Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and qualified, except where failure to be so qualified would not reasonably be reasonably expected to materially and adversely affect such the Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such the Purchaser has the corporate or other limited partnership power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 2 contracts
Samples: Equity Commitment and Investment Agreement (Ani Pharmaceuticals Inc), Merger Agreement (Ani Pharmaceuticals Inc)
Organization and Authority. Such Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would reasonably be reasonably expected to materially and adversely affect such Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 1 contract
Samples: Investment Agreement (Roadrunner Transportation Systems, Inc.)
Organization and Authority. Such The Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would reasonably be reasonably expected to materially and adversely affect such the Purchaser’s 's ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such the Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 1 contract
Organization and Authority. Such Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Purchase Agreement on a timely basis, and such Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 1 contract
Organization and Authority. Such Purchaser is duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement Transactions on a timely basis, and such Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 1 contract
Samples: Note Purchase Agreement (Angiotech Pharmaceuticals Inc)
Organization and Authority. Such Purchaser The Investor is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such Purchaserthe Investor’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such Purchaser the Investor has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 1 contract
Organization and Authority. Such The Purchaser is duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such the Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such the Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted, except where the failure to have such power or authority would not reasonably be expected, individually or in the aggregate, to materially impair the Purchaser’s ability to effect the transactions contemplated hereby.
Appears in 1 contract
Organization and Authority. Such Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation or organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where any failure to be so qualified would reasonably be reasonably expected to materially and adversely affect such Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement Contemplated Transactions on a timely basis, and such Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 1 contract
Samples: Subordinated Note Purchase Agreement (First Savings Financial Group Inc)
Organization and Authority. Such Purchaser is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, is duly qualified to do business and is in good standing in all jurisdictions where its ownership or leasing of property or the conduct of its business requires it to be so qualified and where failure to be so qualified would be reasonably expected to materially and adversely affect such Purchaser’s ability to perform its obligations under this Agreement or consummate the transactions contemplated by this Agreement hereby on a timely basis, and such Purchaser has the corporate or other power and authority and governmental authorizations to own its properties and assets and to carry on its business as it is now being conducted.
Appears in 1 contract
Samples: Securities Purchase Agreement (Earthstone Energy Inc)
