Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.
Appears in 8 contracts
Samples: Acquisition and Strategic Collaboration Agreement (Salarius Pharmaceuticals, Inc.), Asset Purchase Agreement (RXR Realty LLC), Share Purchase Agreement (Docusign, Inc.)
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and Purchaser has all requisite corporate power and authority to own, operate and lease its properties and carry on its business as now being conducted and to enter into this Agreement and to perform its obligations hereunder.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Masada Security Holdings Inc), Asset Purchase Agreement (Masada Security Holdings Inc), Asset Purchase Agreement (Masada Security Holdings Inc)
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws Laws of the State of Delaware. Purchaser has all requisite corporate power and authority to own its properties and carry on its business as now being conducted and as contemplated by this Agreement.
Appears in 5 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement, Stock Purchase Agreement (Willbros Group, Inc.\NEW\)
Organization and Standing. Purchaser is a corporation limited liability company duly organized, validly existing and in good standing under the laws Laws of the State of Delaware.
Appears in 4 contracts
Samples: Purchase and Sale Agreement (Shimmick Corp), Purchase and Sale Agreement (Agios Pharmaceuticals, Inc.), Stock Purchase Agreement (Tabula Rasa HealthCare, Inc.)
Organization and Standing. The Purchaser is a corporation duly organizedincorporated, validly existing and in good standing under the laws of the State of Delaware.
Appears in 3 contracts
Samples: Note Purchase Agreement (Data Systems & Software Inc), Stock Purchase Agreement (Data Systems & Software Inc), Stock Purchase Agreement (Anthracite Capital Inc)
Organization and Standing. Purchaser is a corporation duly organized, organized and validly existing and corporation in good standing under the laws of the State of DelawareDelaware and is qualified to do business and in good standing in all jurisdictions in which such qualification is required and where failure to be so qualified or in good standing would have a material adverse effect on Purchaser’s financial condition.
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Phibro Animal Health Corp), Asset Purchase Agreement (Phibro Animal Health Corp)
Organization and Standing. The Purchaser is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of DelawareDelaware and is in good standing as a domestic corporation under the laws of said state. The Purchaser has all requisite corporate power and authority to own and lease its properties and to conduct its business as presently conducted. The Purchaser is qualified as a foreign corporation in all jurisdictions in which it conducts business, other than any such jurisdiction where the failure to be so qualified will not have a material adverse effect on the Purchaser’s business as now conducted.
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Monterey Pasta Co), Stock Purchase Agreement (Monterey Gourmet Foods), Stock Purchase Agreement (Monterey Gourmet Foods)
Organization and Standing. The Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.
Appears in 3 contracts
Samples: Common Stock and Warrant Purchase Agreement (Spyglass Inc), Common Stock and Warrant Purchase Agreement (Walt Disney Co/), Common Stock and Warrant Purchase Agreement (Infoseek Corp /De/)
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Purchaser has all requisite corporate power to own and operate its properties and assets, and to carry on its business as conducted and possesses all licenses, franchises, rights and privileges necessary for the conduct of its business. Purchaser is qualified to do business in all jurisdictions in which such qualification is required.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Dynamic Materials Corp), Asset Purchase Agreement (Dynamic Materials Corp), Asset Purchase Agreement (Dynamic Materials Corp)
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and is in good standing as a corporation in all jurisdictions where the nature of its properties or business requires it.
Appears in 2 contracts
Samples: Asset Purchase and Sale Agreement (Williams Companies Inc), Asset Purchase and Sale Agreement (Premcor Refining Group Inc)
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware with the full power and authority to carry on its business in the places and as it is now being conducted.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Medirisk Inc), Stock Purchase Agreement (Medirisk Inc)
Organization and Standing. Purchaser is a corporation corporation, formed under the laws of the state of Delaware, and is duly organized, validly existing and in good standing under the laws of Delaware and in such other jurisdictions necessary for the State consummation of Delawarethis Agreement.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Chaparral Energy, Inc.), Stock Purchase Agreement (El Paso Production Holding Co)
Organization and Standing. The Purchaser is a corporation duly organized, validly existing and in good standing under the laws Laws of the State of Delaware.
Appears in 2 contracts
Samples: Purchase Agreement (International Assets Holding Corp), Stock Purchase Agreement (International Assets Holding Corp)
Organization and Standing. Purchaser is a corporation corporation, duly organized, validly existing and in good standing under the laws of the State of Delaware. No provision of this Agreement, or the transactions contemplated herein will violate any provision of the Certificate of Incorporation or By-Laws of Purchaser. This Agreement has been duly authorized and validly executed by Purchaser and is valid, binding and enforceable according to its terms.
Appears in 1 contract
Samples: Asset Purchase Agreement (Stratus Services Group Inc)
Organization and Standing. The Purchaser is a corporation company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has the full corporate power and authority to carry on its business in the places and as it is now being conducted and to own and lease its properties and assets.
Appears in 1 contract
Organization and Standing. The Purchaser is a corporation corporation, duly organized, validly existing and in good standing under the laws of the State of Delaware.
Appears in 1 contract
Samples: Securities Purchase Agreement (Official Information Co)
Organization and Standing. Purchaser is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware.
Appears in 1 contract
Samples: Stock Purchase Agreement (Magellan Health Services Inc)
Organization and Standing. Purchaser is a corporation duly ------------------------- organized, validly existing and in good standing under the laws of Delaware. Purchaser has all requisite corporate power and authority (i) to execute, deliver and perform this Agreement and (ii) to consummate the State of Delawaretransactions contemplated hereby.
Appears in 1 contract
Samples: Stock Purchase Agreement (United Road Services Inc)
Organization and Standing. Purchaser is a corporation duly organized, incorporated and validly existing and corporation in good standing under the laws of the State of Delaware.
Appears in 1 contract
Samples: Stock Purchase Agreement (Cordillera Communications Corp)
Organization and Standing. Purchaser is a corporation ------------------------- duly organized, validly existing and in good standing under the laws of the State of Delaware. Purchaser is duly qualified and licensed to do business as a foreign corporation and is in good standing in each jurisdiction where such qualification and/or licensing is necessary.
Appears in 1 contract
Samples: Stock Purchase Agreement (Touchstone Applied Science Associates Inc /Ny/)
Organization and Standing. The Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all corporate power and authority to carry on the business in which it is engaged and to own and use the properties owned and used by it.
Appears in 1 contract
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Purchaser has the requisite corporate power and authority to own, lease and operate its assets and properties and to carry on its business as currently conducted.
Appears in 1 contract
Organization and Standing. The Purchaser is a corporation duly organized, organized and validly existing and in good standing under the laws law of the State of Delaware.
Appears in 1 contract
Organization and Standing. Purchaser 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 to carry on its business as it is now being conducted.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Sun Coast Industries Inc /De/)
Organization and Standing. Purchaser is a corporation duly organized, validly valid and existing and in good standing under the laws of the State of Delaware.
Appears in 1 contract
Organization and Standing. The Purchaser is a corporation duly ------------------------- organized, validly existing and in good standing under the laws of the State of Delaware.Delaware and has the corporate power and authority to enter into and perform its obligations under the Agreement and under each of the other agreements or documents to be executed by the Purchaser pursuant to the Agreement or in connection therewith (the "Purchaser Documents"). -------------------
Appears in 1 contract
Organization and Standing. Purchaser is a corporation duly ------------------------- organized, validly existing existing, and in good standing under the laws of the State state of Delaware.
Appears in 1 contract
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware with the corporate power and authority to carry on its business and to own, lease and operate its assets.
Appears in 1 contract
Samples: Stock Purchase Agreement (Commonwealth Industries Inc/De/)
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of Delaware and has the State of Delawarecorporate power and authority to carry on its business as presently conducted and to own, lease and operate its assets and properties.
Appears in 1 contract
Organization and Standing. The Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Purchaser has full corporate power and authority to conduct its Business as it is presently being conducted and to own or lease, as applicable, its Assets.
Appears in 1 contract
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has the corporate power and authority to carry on its business as it is now being conducted.
Appears in 1 contract
Samples: Stock Purchase Agreement (Health Sciences Acquisitions Corp 2)
Organization and Standing. Purchaser is a corporation duly organized, ------------------------- organized and validly existing and in good standing under the laws of the State of DelawareDelaware with the power and authority to carry on its business as presently conducted.
Appears in 1 contract
Organization and Standing. The Purchaser is a corporation duly organized, validly existing and in good standing under the laws Laws of the State of Delaware, having the necessary power and authority to perform its obligations under this Agreement.
Appears in 1 contract
Organization and Standing. The Purchaser is a corporation an entity duly organized, validly existing and in good standing under the laws of the State state of Delaware.
Appears in 1 contract
Samples: Stock Purchase Agreement (Liberty Group Publishing Inc)
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.
Appears in 1 contract
Organization and Standing. Purchaser is a corporation duly organizedorganized and existing under, validly existing and in good standing under by virtue of, the laws of the State of DelawareDelaware and is in good standing under such laws.
Appears in 1 contract
Organization and Standing. Purchaser is a duly organized and validly -------------------------- existing corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.
Appears in 1 contract
Samples: Acquisition Agreement (American Bingo & Gaming Corp)
Organization and Standing. The Purchaser is a corporation corporation, duly organizedincorporated, validly existing existing, and in good standing under the laws Laws of the State of Delaware.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Autobytel Inc)
Organization and Standing. Purchaser is a Delaware corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Purchaser has the full corporate power and authority to own and operate its properties and assets, to carry on its business as currently conducted, to execute and deliver this Agreement and, subject to the conditions specified herein, to carry out and perform its obligations under the terms of this Agreement.
Appears in 1 contract
Samples: Common Stock Purchase and Option Agreement (Security First Technologies Corp)
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has full corporate power and authority to perform its obligations under this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Gametech International Inc)
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware., and
Appears in 1 contract
Samples: Asset Purchase Agreement (Masada Security Holdings Inc)
Organization and Standing. Purchaser is a corporation duly organized, validly ------------------------- existing and in good standing under the laws of the State of Delaware.
Appears in 1 contract
Samples: Asset Purchase Agreement (Webb Interactive Services Inc)
Organization and Standing. Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has full power and authority to enter into this Agreement and to carry out the transactions contemplated hereby.
Appears in 1 contract
Organization and Standing. Purchaser is a corporation duly organized, organized and validly existing and corporation in good standing under the laws of the State of DelawareDelaware and has all the requisite corporate power to enter into and perform this Agreement.
Appears in 1 contract
Samples: Acquisition Agreement (Go Video Inc)
Organization and Standing. The Purchaser is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware. Purchaser has full requisite corporate power and authority to carry on its business as it is now being conducted and to own and operate the properties now owned and operated by it.
Appears in 1 contract