Common use of Organization, Corporate Power and Licenses Clause in Contracts

Organization, Corporate Power and Licenses. The Company is a corporation duly organized, validly existing and in good standing under the laws of Delaware and is qualified to do business in every jurisdiction in which its ownership of property or conduct of business requires it to qualify, except where the failure to so qualify would not reasonably be expected to have a Material Adverse Effect. The Company possesses all requisite corporate power and authority and all material licenses, permits and authorizations necessary to own and operate its properties, to carry on its businesses as now conducted and as presently proposed to be conducted and to carry out the transactions contemplated by this Agreement and the other Transaction Documents.

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement (Williams Controls Inc), Preferred Stock Purchase Agreement (Williams Controls Inc), Preferred Stock Purchase Agreement (Williams Controls Inc)

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Organization, Corporate Power and Licenses. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and is qualified to do business in every jurisdiction in which its ownership of property or conduct of business requires it to qualify, except where the failure to so qualify would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on the financial condition, operating results, assets, operations or business prospects of the Company and its Subsidiaries taken as a whole. The Company possesses all requisite corporate power and authority and all material licenses, permits and authorizations necessary to own and operate its properties, to carry on its businesses as now conducted and as presently proposed to be conducted and to carry out the transactions contemplated by this Agreement and the other Transaction DocumentsAgreement.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Seabright Insurance Holdings Inc), Stock Purchase Agreement (Seabright Insurance Holdings Inc)

Organization, Corporate Power and Licenses. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and is qualified to do business in every jurisdiction in which its ownership of property or conduct of business requires it to qualify, except where the failure to so qualify would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on the Company. The Company possesses all requisite corporate power and authority and all material licenses, permits and authorizations necessary to own and operate its properties, to carry on its businesses as now conducted and as presently proposed to be conducted and to carry out the transactions contemplated by this Agreement and the other Transaction DocumentsAgreement.

Appears in 1 contract

Samples: Note Purchase Agreement (Montana Mills Bread Co Inc)

Organization, Corporate Power and Licenses. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and is qualified to do business in every jurisdiction in which its ownership of property or conduct of business requires it to qualify, except where the failure to so qualify would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on the financial condition, operating results, assets or operations of the Company and its Subsidiaries taken as a whole. The Company possesses all requisite corporate power and authority and all material licenses, permits and authorizations necessary to own and operate its properties, to carry on its businesses as now conducted and as presently proposed to be conducted and to carry out the transactions contemplated by this Agreement and the other Transaction DocumentsAgreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Physicians Formula Holdings, Inc.)

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Organization, Corporate Power and Licenses. The Company is a corporation duly organized, validly existing and in good standing under the laws of Delaware and is qualified to do business in every jurisdiction in which its ownership of property or conduct of business requires it to qualify, except where the failure to so qualify has had or would not reasonably be expected to have a Material Adverse Effectmaterial adverse effect on the financial condition, operating results, assets or operations of the Company. The Company possesses all requisite corporate power and authority and all material licenses, permits and authorizations necessary to own and operate its properties, to carry on its businesses as now conducted and as presently proposed to be conducted and to carry out the transactions contemplated by this Agreement and the other Transaction DocumentsAgreement.

Appears in 1 contract

Samples: Exchange Agreement (Advantage Payroll Services Inc)

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