Common use of Organization and Standing; Articles and Bylaws Clause in Contracts

Organization and Standing; Articles and Bylaws. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and has full power and authority to own and operate its properties and assets and to carry on its business as presently conducted and as proposed to be conducted. The Company is qualified as a foreign corporation to do business in each jurisdiction in the United States in which the ownership of its property or the conduct of its business requires such qualification, except where any statutory fines or penalties or any corporate disability imposed for the failure to qualify would not materially or adversely affect the Company, its assets, financial condition or operations.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Invision Technologies Inc), Convertible Preferred Stock Purchase Agreement (Cocensys Inc)

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Organization and Standing; Articles and Bylaws. The Company is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware, and has full power and authority and all material licenses and approvals to own and operate its properties and assets and to carry on its business as presently conducted and as proposed to be conducted. The Company is 2 duly qualified and authorized to do business, and is in good standing as a foreign corporation to do business corporation, in each jurisdiction in where the United States in which the ownership nature of its property or the conduct activities and of its business requires properties (both owned and leased) makes such qualificationqualification necessary, except where any statutory fines or penalties or any corporate disability imposed for the failure to so qualify would not materially or adversely affect have a material adverse effect upon the business and operations of the Company, its assets, financial condition or operations.

Appears in 1 contract

Samples: Bridge Financing Agreement (Epoch Pharmaceuticals Inc)

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Organization and Standing; Articles and Bylaws. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and has full and requisite power and authority to own and operate its properties and assets and to carry on its business as presently conducted and as proposed to be conducted. The Company is duly qualified as a foreign corporation to do business in each jurisdiction in the United States in which the ownership of its property or the conduct of its business requires such qualification, except where any statutory fines or penalties or any corporate disability imposed for the failure to so qualify would not materially or adversely affect the Company, its business, assets, prospects, condition (financial condition or otherwise) or operations.

Appears in 1 contract

Samples: Development and Commercialization Agreement (Cocensys Inc)

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