Common use of Organization Clause in Contracts

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.

Appears in 71 contracts

Samples: Note Purchase Agreement (Graybug Vision, Inc.), Note Purchase Agreement (Angion Biomedica Corp.), Subscription Agreement (908 Devices Inc.)

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Organization. The Company is a corporation duly organized, organized and validly existing and corporation in good standing under the laws of the State of Delaware.

Appears in 37 contracts

Samples: Form of Amendment Agreement (Motus GI Holdings, Inc.), Warrant Amendment Agreement (NovaBay Pharmaceuticals, Inc.), Warrant Exercise Agreement (Opgen Inc)

Organization. The Company is a corporation corporation, duly organized, validly existing and in good standing under the laws of the State of Delaware.

Appears in 16 contracts

Samples: Promissory Note Conversion Agreement, Subscription Agreement, Promissory Note Conversion Agreement (Quest Solution, Inc.)

Organization. The Company is a corporation duly organizedincorporated, validly existing and in good standing under the laws of the State of Delaware.

Appears in 12 contracts

Samples: Restricted Stock Cancelation and Exchange Agreement (Aytu Bioscience, Inc), Common Stock Repurchase and Option Exchange Agreement (A10 Networks, Inc.), Stock Purchase Agreement (Greenbrier Companies Inc)

Organization. The Company (a) is a corporation duly organizedincorporated, validly existing and in good standing under the laws of the State of Delaware, and (b) has all requisite corporate power and authority to execute, deliver and perform this Agreement.

Appears in 12 contracts

Samples: Stock Purchase and Loan Agreement (Miix Group Inc), Stock Purchase and Loan Agreement (Miix Group Inc), Stock Purchase and Loan Agreement (Miix Group Inc)

Organization. The Company is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of Delaware.

Appears in 11 contracts

Samples: Common Stock Purchase Agreement (STG Group, Inc.), Consent Agreement (Global Defense & National Security Holdings LLC), Common Stock Purchase Agreement (Simon S. Lee Management Trust)

Organization. The Company is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of Delaware, and has the requisite corporate power and authorization to own its properties and to carry on its business as now being conducted.

Appears in 11 contracts

Samples: Securities Purchase And (New Oriental Energy & Chemical Corp.), Indebtedness Conversion Agreement (New Oriental Energy & Chemical Corp.), Indebtedness Conversion Agreement (New Oriental Energy & Chemical Corp.)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Company has the full power to own its property, to carry on its business as presently conducted, to enter into this Agreement and to consummate the transactions contemplated hereby.

Appears in 10 contracts

Samples: Service Agreement (Specialty Care Network Inc), Service Agreement (Specialty Care Network Inc), Service Agreement (Specialty Care Network Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State state of Delaware.

Appears in 8 contracts

Samples: Option Cancellation Agreement (Transfirst Holdings Corp.), Option Cancellation Agreement (Transfirst Holdings Corp.), Option Cancellation Agreement (Transfirst Holdings Corp.)

Organization. The Company is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power and authority to carry on its business as now conducted.

Appears in 8 contracts

Samples: Stockholders Agreement (International Securities Exchange, Inc.), Registration Rights Agreement (Intercontinentalexchange Inc), Stockholders Agreement (International Securities Exchange, Inc.)

Organization. The Company It is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.

Appears in 8 contracts

Samples: Stock Purchase Agreement (Pharmacopeia Drug Discovery Inc), Collaboration and License Agreement (Pharmacopeia Inc), Research and License Agreement (Ligand Pharmaceuticals Inc)

Organization. The Company is a corporation duly organized, ------------ validly existing and in good standing under the laws of the jurisdiction of the State of Delaware. The Company has full corporate power and authority to execute, deliver and perform this Agreement. The execution, delivery and performance of this Agreement by the Company has been duly authorized by all necessary corporate and stockholder actions.

Appears in 8 contracts

Samples: Asset Contribution Agreement (Cabletron Systems Inc), Asset Contribution Agreement (Cabletron Systems Inc), Asset Contribution Agreement (Cabletron Systems Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has the corporate power to conduct its current business and the business which it proposes to conduct.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Telecom Communications Inc), Stock Purchase Agreement (Wukuang IE LTD), Stock Purchase Agreement (Telecom Communications Inc)

Organization. The Company is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power to own, lease and operate its property and to carry on its business as now being conducted and as currently proposed to be conducted.

Appears in 7 contracts

Samples: China Century Dragon Media, Inc., China Intelligent Lighting & Electronics, Inc., China Century Dragon Media, Inc.

Organization. The Company is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of Delawareas a Delaware corporation.

Appears in 6 contracts

Samples: Subscription Agreement (Innovatus Life Sciences Acquisition Corp.), Purchase Agreement (Fintech Acquisition Corp Vi), Purchase Agreement (FTAC Parnassus Acquisition Corp.)

Organization. The Company It is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.

Appears in 6 contracts

Samples: Collaboration Agreement (Ignyta, Inc.), Collaboration Agreement (Ambit Biosciences Corp), Collaboration Agreement (Ambit Biosciences Corp)

Organization. The Company is a corporation duly organized, organized and validly existing and in good standing under the laws of the State state of Delaware.

Appears in 6 contracts

Samples: Subscription Agreement (Renovaro Biosciences Inc.), Subscription Agreement (Enochian Biosciences Inc), Subscription Agreement (Enochian Biosciences Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, having full power and authority to own its properties and to carry on its business as conducted.

Appears in 6 contracts

Samples: Exchange and Subscription Agreement (Green Equity Investors Iii Lp), Exchange and Subscription Agreement (Interdent Inc), Exchange and Subscription Agreement (Interdent Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of in the State of Delaware.

Appears in 6 contracts

Samples: Redemption Agreement (Orion Marine Group Inc), Stock Purchase Agreement (Individual Investor Group Inc), Stock Purchase Agreement (Wise Partners Lp)

Organization. The Company It is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of Delaware.

Appears in 6 contracts

Samples: Stockholders Agreement (Sports Authority Inc /De/), Stockholders Agreement (Big 5 Corp /Ca/), Stockholders Agreement (Petco Animal Supplies Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power and authority to carry on its business as now conducted and as proposed to be conducted.

Appears in 6 contracts

Samples: Debt for Equity Exchange Agreement (Motorsport Games Inc.), Equity Exchange Agreement (Motorsport Games Inc.), Note Purchase and Security Agreement (Lenco Mobile Inc.)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State Laws of Delaware.

Appears in 6 contracts

Samples: Joinder Agreement (LMF Acquisition Opportunities Inc), Joinder Agreement (LMF Acquisition Opportunities Inc), Joinder Agreement (Forum Merger III Corp)

Organization. The Company is a duly organized and existing corporation duly organized, validly existing and in good standing under the laws of the State state of Delaware.

Appears in 5 contracts

Samples: Settlement Agreement (Retrac Medical Inc), Representation Agreement (Retrac Medical Inc), Settlement Agreement (Retrac Medical Inc)

Organization. The Company It is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.

Appears in 5 contracts

Samples: Collaboration Agreement (Ignyta, Inc.), Collaboration Agreement (Ambit Biosciences Corp), Collaboration Agreement (Ambit Biosciences Corp)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, having full corporate power and authority to own its properties and to carry on its business as conducted.

Appears in 5 contracts

Samples: Contribution and Subscription Agreement (Varsity Brands Inc), Contribution and Subscription Agreement (Varsity Brands Inc), Contribution and Subscription Agreement (Varsity Brands Inc)

Organization. The Company is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of DelawareDelaware and is duly authorized to conduct business as currently conducted.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Ecosphere Technologies Inc), Securities Purchase Agreement (Ecosphere Technologies Inc), Securities Purchase Agreement (Ecosphere Technologies Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Ladish Co Inc), Class a Common Stock and Warrant (MSC-Medical Services CO), Asset Purchase Agreement (Coast Distribution System Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State state of Delaware.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Vertis Inc), Stock Purchase Agreement (Vertis Inc), Stock Purchase Agreement (Vertis Inc)

Organization. The Company is a corporation duly organizedincorporated, validly existing and in good standing under the laws of the State of Delaware. The Company has full and adequate right, power, capacity and authority to enter into, execute, deliver and perform this Agreement.

Appears in 4 contracts

Samples: Stock Repurchase Agreement (Keurig Green Mountain, Inc.), Stock Repurchase Agreement (Asset Acceptance Capital Corp), Stock Repurchase Agreement (Dominos Inc)

Organization. The Company is a corporation duly organized, validly organized and existing and in good standing under the laws of the State of Delaware.

Appears in 4 contracts

Samples: Master Shelf Agreement (Western Gas Resources Inc), Note and Warrant Purchase Agreement (Boots & Coots International Well Control Inc), Stock Exchange Agreement (Iss Group Inc)

Organization. The Company It is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.

Appears in 4 contracts

Samples: Technology Transfer Agreement (Aries Ventures Inc), Executive Stock Agreement (Town Sports International Holdings Inc), Research and License Agreement (Ligand Pharmaceuticals Inc)

Organization. The Company is a corporation duly organized, incorporated and validly existing and in good standing under the laws of the State of Delaware.

Appears in 4 contracts

Samples: Exchange Note Agreement (Vringo Inc), Securities Exchange Agreement (Immune Pharmaceuticals Inc), Securities Exchange Agreement (Cyclacel Pharmaceuticals, Inc.)

Organization. The Company is a corporation duly organizedincorporated, validly existing and in good standing under the laws of Delaware, with the State of Delawarerequisite power and authority to own and use its properties and assets and to carry on its business as currently conducted.

Appears in 4 contracts

Samples: Securities Purchase Agreement (NYTEX Energy Holdings, Inc.), Warrant Exercise Agreement (Vistula Communications Services, Inc.), Exchange Agreement (Novelos Therapeutics, Inc.)

Organization. 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, corporate and otherwise, to execute, deliver and issue, and to perform its obligations under, this Note.

Appears in 4 contracts

Samples: Geographics Inc, Geographics Inc, Geographics Inc

Organization. The Company is a corporation duly organized, validly existing existing, and in good standing under the laws Laws of the State of DelawareDelaware and has the corporate power and is duly authorized under all applicable Laws, regulations, ordinances, and orders of public authorities to carry on its business in all material respects as it is now being conducted.

Appears in 4 contracts

Samples: Share Exchange Agreement (W Technologies, Inc.), Share Exchange Agreement (W Technologies, Inc.), Forgiveness and Exchange Agreement (Jupiter Neurosciences, Inc.)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has the requisite corporate power and authority to carry on its business as it is now being conducted.

Appears in 4 contracts

Samples: Exchange Agreement (Optika Inc), Exchange Agreement (United Road Services Inc), Exchange Agreement (Mayors Jewelers Inc/De)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power and authority to own its properties and assets, to carry on its business as presently conducted or as proposed to be conducted.

Appears in 3 contracts

Samples: www.sec.gov, Horizon Pharma, Inc., Horizon Pharma, Inc.

Organization. The Company is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of Delaware.

Appears in 3 contracts

Samples: Subscription Agreement (Sonim Technologies Inc), Subscription Agreement, Subscription Agreement (DanDrit Biotech USA, Inc.)

Organization. The Company 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 under such laws. The Company has requisite corporate power and authority to own, lease and operate its properties and assets, and to carry on its business as presently conducted.

Appears in 3 contracts

Samples: Restricted Common Stock Purchase Agreement (Connetics Corp), Restricted Common Stock Purchase Agreement (Connetics Corp), Restricted Common Stock Purchase Agreement (Connetics Corp)

Organization. The Company (a) is a corporation duly organizedincorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and (b) has all requisite corporate power and authority to execute, deliver and perform this Agreement.

Appears in 3 contracts

Samples: Stock Purchase, Loan and Security Agreement (Water Chef Inc), Stock Purchase, Loan and Security Agreement (Water Chef Inc), Stock Purchase, Loan and Security Agreement (Water Chef Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power to own, lease and operate its property and to carry on its business as now being conducted and as currently proposed to be conducted.

Appears in 3 contracts

Samples: Broker Engagement Agreement (Motos America, Inc.), Collaboration Agreement (Lixte Biotechnology Holdings, Inc.), Senior Secured Credit Agreement (Adflex Solutions Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power and authority to own its properties and carry on its business as now being conducted.

Appears in 3 contracts

Samples: Exchange Agreement (BioMETRX), Exchange Agreement (Emagin Corp), Exchange Agreement (BioMETRX)

Organization. The Company is a corporation duly organized, validly organized and existing and in good standing under the laws of the State of Delaware, and has the corporate power and all material governmental licenses, authorizations, consents and approvals required to own its property and to carry on its business as now being conducted.

Appears in 3 contracts

Samples: Amendment and Waiver Agreement (Interpublic Group of Companies Inc), Note Purchase Agreement (Interpublic Group of Companies Inc), Interpublic Group of Companies Inc

Organization. The Company is a corporation duly organized, validly existing and in good standing corporation under the laws of the State of Delaware.

Appears in 3 contracts

Samples: Sub License Agreement (Miromatrix Medical Inc.), Sub License Agreement (Miromatrix Medical Inc.), Confidentiality Agreement (Miromatrix Medical Inc.)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company has corporate power and authority to enter into this Agreement and the other Transaction Documents to which it is a party, to issue the Newly Issued Common Stock and the Convertible Notes, to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby.

Appears in 3 contracts

Samples: Purchase and Subscription Agreement (Bank One Corp), Purchase and Subscription Agreement (Talkpoint Communications Inc), Purchase and Subscription Agreement (Bank One Corp)

Organization. The Company is a corporation duly organized, incorporated and validly existing as a corporation and is in good standing under the laws of the State of Delaware. The Company has full corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder.

Appears in 3 contracts

Samples: Preferred Stock Exchange Agreement (Transportation Technologies Industries Inc), Preferred Stock Cancellation Agreement (Transportation Technologies Industries Inc), Preferred Stock Exchange Agreement (Transportation Technologies Industries Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company has full corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder and to consummate the transactions contemplated hereby, including without limitation to purchase (pursuant to this Agreement) the Other Securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Apollo Investment Fund Iii Lp), Securities Purchase Agreement (Allied Waste Industries Inc), Securities Purchase Agreement (Laidlaw Inc)

Organization. The Company is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of Delaware.;

Appears in 2 contracts

Samples: Stock Transfer Agreement (Greenman Technologies Inc), Stock Transfer Agreement (Greenman Technologies Inc)

Organization. The Company It is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Evenflo & Spalding Holdings Corp), Asset Purchase Agreement (Huffy Corp)

Organization. The Company is a corporation duly ------------ organized, validly existing and in good standing under the laws of the jurisdiction of the State of Delaware. The Company has full corporate power and authority to execute, deliver and perform this Agreement. The execution, delivery and performance of this Agreement by the Company has been duly authorized by all necessary corporate and stockholder actions.

Appears in 2 contracts

Samples: Asset Contribution Agreement (Cabletron Systems Inc), Asset Contribution Agreement (Cabletron Systems Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company has full corporate power and authority to enter into the Operative Agreements, to perform its obligations thereunder and to consummate the transactions contemplated thereby.

Appears in 2 contracts

Samples: CVC Subscription Agreement (MSX International Business Services Inc), Mascotech Subscription Agreement (MSX International Business Services Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.. The Company has the corporate power and authority to own its properties and conduct its business as described in the Company Reports (as defined in Section 2.5 below). 2.2

Appears in 2 contracts

Samples: Exchange Agreement (Xyvision Inc), Exchange Agreement (Xyvision Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company has all requisite corporate power and authority to carry on its business as it currently is conducted and to own or lease and operate its assets, properties and business.

Appears in 2 contracts

Samples: Unit Purchase Agreement (Samet Roger H), Unit Purchase Agreement (Alpha 1 Biomedicals Inc)

Organization. The Company is a corporation company duly organized, organized and validly existing under the Laws of the State of Delaware and has the requisite corporate power and authority to carry on its business as it is now being conducted. The Company is in good standing under the laws of the State Laws of Delaware.

Appears in 2 contracts

Samples: Subscription Agreement (KULR Technology Group, Inc.), Subscription Agreement (KULR Technology Group, Inc.)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company is not barred or otherwise prevented from doing business in any jurisdiction where the failure to conduct such business would have a material adverse effect on the Company.

Appears in 2 contracts

Samples: Promissory Note Restructuring Agreement (Vsi Enterprises Inc), Promissory Note Restructuring Agreement (Vsi Enterprises Inc)

Organization. The Company is a corporation duly organized, validly existing existing, and in good standing under the laws of the State state of Delaware, and is qualified in no other state.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Tia I, Inc), Stock Purchase Agreement (Tia II, Inc)

Organization. The Company is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware. The Company is qualified to do business as a foreign corporation and is in good standing in each jurisdiction where the character of its properties owned or leased or the nature of its activities make such qualification necessary.

Appears in 2 contracts

Samples: Restricted Stock Agreement (Ambassadors International Inc), Restricted Stock Agreement (Ambassadors International Inc)

Organization. The Company 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 conduct its business as it is now being conducted.

Appears in 2 contracts

Samples: Stockholders Agreement (Pegasus Systems Inc), Stockholders Agreement (Pegasus Systems Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State jurisdiction of DelawareDelaware incorporation. The Company has the corporate power to own its properties and to carry on its business as now being conducted.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Integrated Alarm Services Group Inc), Agreement and Plan of Merger (Integrated Alarm Services Group Inc)

Organization. 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 power and authority to carry on its business and to own, lease and/or use its assets and properties.

Appears in 2 contracts

Samples: Confidential Treatment (ONCOSEC MEDICAL Inc), Asset Purchase Agreement (Inovio Biomedical Corp)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite power and authority to conduct its business as currently conducted and to use the properties owned and used by it.

Appears in 2 contracts

Samples: Subscription Agreement (SFX Entertainment, INC), Subscription Agreement (SFX Entertainment, INC)

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Organization. (a) The Company is a corporation duly organized, validly existing and in good standing under the laws of the State state of DelawareDelaware and has all requisite corporate power and authority to enter into this Agreement and to consummate the transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (STR Holdings (New) LLC), Agreement and Plan of Merger (STR Holdings, Inc.)

Organization. The Company is a corporation duly organizedincorporated, validly existing and in good standing under the laws of the State of Delaware, and has all requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder.

Appears in 2 contracts

Samples: Governance Agreement (Mosaic Co), Governance Agreement (Mosaic Co)

Organization. The Company It is a corporation duly organized, validly ------------ existing and in good standing under the laws of the State of Delaware.

Appears in 2 contracts

Samples: Huntington Asset Purchase Agreement (Hall Kinion & Associates Inc), Asset Purchase Agreement (Hall Kinion & Associates Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing as a corporation under the laws of the State of Delaware, with full corporate power and authority to own and operate its business and properties and to carry on its business as presently conducted by it.

Appears in 2 contracts

Samples: Stock Purchase and Investor Agreement (Stratus Services Group Inc), Stock Purchase and Investor Agreement (Stratus Services Group Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware with full corporate power and authority to conduct its business as it is presently being conducted and to own and lease its properties and assets.

Appears in 2 contracts

Samples: Subscription Agreement (Frontier Group Holdings, Inc.), Subscription Agreement (Frontier Group Holdings, Inc.)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite power and authority to own and lease its property and to carry on its business as presently conducted.

Appears in 2 contracts

Samples: Convertible Note Purchase Agreement (Algodon Wines & Luxury Development Group, Inc.), Convertible Note Purchase Agreement (Algodon Wines & Luxury Development Group, Inc.)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite power and authority to own, lease and operate its properties and assets and to carry on its business as it is now being conducted.

Appears in 2 contracts

Samples: Subscription Agreement (Carolina Complete Health Network, Inc.), Subscription Agreement (Carolina Complete Health Network, Inc.)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.. The Company has full corporate power and authority to execute, deliver and perform this Agreement and consummate the transactions contemplated hereby;

Appears in 2 contracts

Samples: Subscription Agreement (Biofield Corp \De\), Subscription Agreement (Biofield Corp \De\)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware whose status is active. The Company has all requisite right, power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated hereby.

Appears in 2 contracts

Samples: Redemption Agreement (Titanium Holdings Group Inc), Redemption Agreement (Ivax Diagnostics Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite power and authority to enter into the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Subscription Agreement (Broadbandnow Inc), Subscription Agreement (Broadbandnow Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State state of DelawareDelaware and has all requisite corporate power and authority to own its properties and carry on its business as now being conducted.

Appears in 2 contracts

Samples: Exchange Agreement (Armada Oil, Inc.), Exchange Agreement (Mesa Energy Holdings, Inc.)

Organization. The Company is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power and authority to own and operate its properties and assets and to carry on its business as now conducted and as presently proposed to be conducted.

Appears in 2 contracts

Samples: Conversion Agreement (Via Pharmaceuticals, Inc.), Recapitalization Agreement (Corautus Genetics Inc)

Organization. The Company 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 now being conducted and to own and operate the properties and assets now owned and being operated by it.

Appears in 2 contracts

Samples: Exchange Agreement (Rouse Properties, Inc.), Exchange Agreement (Rouse Properties, Inc.)

Organization. The Company has been duly organized and is a corporation duly organized, validly existing and corporation in good standing under the laws of the State of Delaware, with all requisite corporate power and authority to own its properties and conduct its business.

Appears in 1 contract

Samples: Share Repurchase Agreement (CalAtlantic Group, Inc.)

Organization. The Company is a corporation 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 execute, deliver and perform this Agreement.

Appears in 1 contract

Samples: Performance Guaranty Agreement (Travelers Bank Credit Card Master Trust I)

Organization. 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, lease and operate its properties and to carry on its business as it is now being conducted.

Appears in 1 contract

Samples: Agreement (Greenman Technologies Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company has all requisite power and authority to enter into this Agreement, to issue the Shares and to perform its obligations under and to carry out the other transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Share Issuance Agreement (Dicerna Pharmaceuticals Inc)

Organization. The Company is a corporation duly organized, ------------- validly existing and in good standing under the laws of the State of Delaware, with full power to enter into and perform this Agreement and the transactions contemplated hereby in accordance with the terms hereof.

Appears in 1 contract

Samples: Exchange Agreement (Aristotle Corp)

Organization. The Company is a corporation duly organized, organized and validly existing and in good standing under the laws of the State of Delaware.

Appears in 1 contract

Samples: Note Purchase Agreement (Usa Equities Corp.)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate or other power and authority to own, lease and operate its properties and to carry on its business as it is now being conducted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Leapnet Inc)

Organization. (a) The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.Delaware and has all requisite corporate power

Appears in 1 contract

Samples: Subscription Agreement (Edison Schools Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company has full corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder and to 4 consummate the transactions contemplated hereby, including without limitation to purchase (pursuant to this Agreement) the Debentures.

Appears in 1 contract

Samples: Securities Purchase Agreement (Safety Kleen Corp/)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of the State of Delaware. The Company has full corporate power and authority to execute, deliver and perform this Agreement. The execution, delivery and performance of this Agreement by the Company has been duly authorized by all necessary corporate and stockholder actions.

Appears in 1 contract

Samples: Asset Contribution Agreement (Riverstone Networks Inc)

Organization. The Company is a corporation duly organizedincorporated, validly existing and in good standing under the laws of the State of Delaware. The Seller has full and adequate right, power, capacity and authority to enter into, execute, deliver and perform this Agreement.

Appears in 1 contract

Samples: Stock Repurchase Agreement (BrightSphere Investment Group Inc.)

Organization. The Company is a corporation corporation, duly organizedincorporated, validly existing and in good standing (or the equivalent thereof) under the laws of the State of Delaware.

Appears in 1 contract

Samples: Summit Materials, Inc.

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, and has full corporate power and authority to own, lease and operate its properties and assets and to conduct its business as now being conducted. Each of the Company’s subsidiaries is a corporation duly organized and validly existing under the laws of its respective jurisdiction.

Appears in 1 contract

Samples: Subscription Agreement (Futureit, Inc.)

Organization. The Company is a corporation duly organized, validly ------------ existing and in good standing under the laws of the State of DelawareDelaware and has the corporate power its business and the business which it proposes to conduct.

Appears in 1 contract

Samples: Subscription Agreement (Caprius Inc)

Organization. The Company is a corporation duly organized, validly ------------ existing and in good standing under the laws of the State of Delaware.

Appears in 1 contract

Samples: Lock Up Agreement (Phoenixstar Inc)

Organization. The Company is a corporation duly organized, organized ------------ and validly existing and in good standing under the laws of the State of Delaware.

Appears in 1 contract

Samples: Note Agreement (Diagnostic Health Services Inc /De/)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power and authority to own, lease and operate its properties and to carry on its business as presently conducted.

Appears in 1 contract

Samples: Registration Rights Agreement (Ondas Holdings Inc.)

Organization. The Company is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of DelawareDelaware and has the requisite corporate power to own its properties and to carry on its business as now being conducted as described in the Company's SEC Documents.

Appears in 1 contract

Samples: Securities Purchase Agreement (Eagle Supply Group Inc)

Organization. The Company 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: Royalty Interest Purchase Agreement and Related Documents (Jaguar Health, Inc.)

Organization. (a) The Company is a corporation duly organized, validly existing and in good standing under the laws Laws of the State of DelawareDelaware and has full corporate power and authority to own, lease and operate its properties and to carry on its business as it is now being conducted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Turbochef Technologies Inc)

Organization. The Company is a corporation Delaware company duly organized, validly existing and in good standing under the laws of the State of Delaware, and is qualified to do business in the States of New York, New Jersey and California.

Appears in 1 contract

Samples: Stock Purchase Agreement (Getty Images Inc)

Organization. The Company is a corporation duly incorporated, validly existing and in good standing under the Laws of the State of Delaware. Each Subsidiary is a corporation duly organized, validly existing and in good standing under the laws Laws of the State jurisdiction of Delawareincorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (MxEnergy Holdings Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware with corporate power and authority to own, operate and lease its properties and to carry on its business as now conducted.

Appears in 1 contract

Samples: Exchange Agreement (Baker Hughes Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of Delaware and has all requisite power to own, operate and lease its business and assets and carry on its business as the State of Delawaresame is now being conducted.

Appears in 1 contract

Samples: Stock Purchase Agreement (Language Arts Corp.)

Organization. The Company is a Delaware corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware. The Company has the requisite corporate power and authority to own, lease, or otherwise hold its assets or properties owned, leased, or otherwise held by it and to carry on the Business as presently conducted by it.

Appears in 1 contract

Samples: Stock Purchase Agreement (MTM Technologies, Inc.)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. The Company has full corporate power and authority to enter into this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby.

Appears in 1 contract

Samples: Management Subscription Agreement (MSX International Business Services Inc)

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