Organization and Qualification of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has all requisite corporate power and authority to own its Assets and to carry on its business as contemplated pursuant to its business plan, and to carry out the transactions contemplated by this Agreement and the Other Agreements. The Company is qualified to do business in each of the jurisdictions in which the character of its
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Samples: Securities Purchase Agreement (Park N View Inc), Securities Purchase Agreement (Park N View Inc)
Organization and Qualification of the Company. (a) The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and Delaware.
(b) The Company has all requisite necessary corporate power and authority to own its Assets and to carry on its business as contemplated pursuant to its business plan, and to carry out over the transactions contemplated assets now owned by this Agreement and the Other Agreementsit. The Company is not required to be licensed or qualified in any foreign jurisdiction. The Stockholders have delivered to do business in each Buyer complete and correct copies of the jurisdictions charter and bylaws of the Company as in which effect as of the character of itsClosing Date.
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Samples: Merger Agreement (Spherix Inc)
Organization and Qualification of the Company. The Company is a corporation that is duly organized, validly existing and in good standing under the laws of the State of Delaware and has all requisite corporate power and authority to own its Assets and to carry on its business as contemplated pursuant to its business plan, and to carry out the transactions contemplated by this Agreement and the Other Agreements. The Company is qualified to do business in each of the jurisdictions in which the character of itsDelaware.
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Organization and Qualification of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has all the requisite corporate power and authority to own its Assets and to carry on its business as contemplated pursuant to its business plan, and to carry out the transactions contemplated by this Agreement and the Other Agreementsit is now being conducted. The Company is duly qualified to do business business, and is in good standing, in each of the jurisdictions jurisdiction in which the character of itsAssets owned or leased by it makes such qualification necessary, except where the failure to so qualify and be in good standing will not have a Material Adverse Effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (Mesa Inc)
Organization and Qualification of the Company. The Company is a corporation duly organized, validly existing and in good standing under the laws Laws of the State of Delaware and Delaware. The Company has all requisite full corporate power and authority to own its Assets own, operate or lease the properties and assets now owned, operated or leased by it and to carry on its business as contemplated pursuant to its business plan, it has been and to carry out is currently conducted. Section 3.01 of the transactions contemplated by this Agreement and Company Disclosure Schedules sets forth each jurisdiction in which the Other Agreements. The Company is licensed or qualified to do business business, and the Company is in good standing in each of the jurisdictions jurisdiction in which the character of itsit is duly licensed or qualified to do business.
Appears in 1 contract
Samples: Merger Agreement (SRAX, Inc.)
Organization and Qualification of the Company. The Company is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware and Delaware. The Company has all requisite corporate full power and authority to own its Assets or hold under lease the properties and to carry on its business as contemplated pursuant to its business plan, and to carry out assets it now owns or holds under lease in connection with the transactions contemplated by this Agreement and the Other Agreements. The Company is qualified to do business in each of the jurisdictions in which the character of itsBusiness.
Appears in 1 contract
Samples: Asset Purchase Agreement (Cytori Therapeutics, Inc.)
Organization and Qualification of the Company. The Company is a --------------------------------------------- corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has all requisite Delaware, with full corporate power and authority to own its Assets and to carry on conduct its business as contemplated pursuant to its business plan, currently conducted and to carry out the transactions contemplated by this Agreement own and the Other Agreements. The Company use its property and is qualified to do business and is in good standing as a foreign corporation in each of the jurisdictions in which jurisdiction where the character of itsits property or the nature of its activities makes such qualification necessary, except where the failure so to qualify would not have a material adverse effect on the business, property, results of operations or financial condition of the Company (a "Material Adverse Effect"). -----------------------
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Organization and Qualification of the Company. The Company is a corporation general partnership duly organized, formed and validly existing and in good standing under the laws of the State of Delaware and has all requisite corporate power and authority to own own, lease and operate its Assets properties and to carry on conduct its business as contemplated pursuant to its business plan, and to carry out the transactions contemplated by this Agreement and the Other Agreementsit is now being conducted. The Company is duly qualified or licensed to do business and is in good standing in each of the jurisdictions jurisdiction in which the character property owned, leased or operated by it or the nature of itsthe business conducted by it makes such qualification necessary. The Company has heretofore delivered to Buyer complete and correct copies of the partnership agreement of the Company, as currently in effect.
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Samples: Purchase Agreement (Armco Inc)