Common use of Corporate Existence and Power Clause in Contracts

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

Appears in 22 contracts

Samples: Equity Exchange Right Agreement (Ibotta, Inc.), Equity Award Exchange Right Agreement (FIGS, Inc.), Exchange Agreement (Sweetgreen, Inc.)

AutoNDA by SimpleDocs

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of Delaware, and has all corporate powers and will have on and as of the State of DelawareEffective Date all material governmental licenses, authorizations, consents and approvals required to carry on its business.

Appears in 18 contracts

Samples: Credit Agreement (Rockwell Automation, Inc), Credit Agreement (Rockwell Automation Inc), Credit Agreement (Rockwell Automation Inc)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware, and has all corporate powers and all material governmental licenses, authorizations, consents and approvals required to carry on its business as now conducted.

Appears in 18 contracts

Samples: Credit Agreement (Allergan Inc), Credit Agreement (Gillette Co), Credit Agreement (Gillette Co)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware, and has all corporate powers and all material governmental licenses, authorizations, consents and approvals required to carry on its business as now conducted.

Appears in 7 contracts

Samples: Credit Agreement (Ck Witco Corp), Credit Agreement (Ck Witco Corp), Credit Agreement (Polaroid Corp)

Corporate Existence and Power. The Company Corporation is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware, and has all corporate powers required to carry on its business as now conducted.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Scott Walter Jr), Stock Purchase Agreement (RCN Corp /De/), Stock Purchase Agreement (RCN Corp /De/)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and has all corporate powers required to carry on its business as now conducted.

Appears in 4 contracts

Samples: Standstill Agreement (Warburg Pincus Private Equity Viii L P), Standstill Agreement (Patina Oil & Gas Corp), Standstill Agreement (Manugistics Group Inc)

Corporate Existence and Power. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (CVS HEALTH Corp), Agreement and Plan of Merger (McAfee Corp.), Agreement and Plan of Merger (McAfee Corp.)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and has all corporate powers required to carry on its business in substantially the same manner as now conducted.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (RP Management, LLC), Agreement and Plan of Merger (Ramius Value & Opportunity LLC), Agreement and Plan of Merger (Cypress Bioscience Inc)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and has all corporate powers and all material governmental licenses, authorizations, consents and approvals required to carry on its business as now conducted.

Appears in 3 contracts

Samples: Assignment and Assumption Agreement (United States Surgical Corp), Credit Agreement (United States Surgical Corp), Credit Agreement (United States Surgical Corp)

Corporate Existence and Power. The Company is a corporation company duly incorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and has all corporate powers and all governmental licenses, authorizations, permits, consents and approvals required to carry on its business as now conducted.

Appears in 2 contracts

Samples: Agreement (Big Rock Partners Acquisition Corp.), Agreement (Barington/Hilco Acquisition Corp.)

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

Appears in 2 contracts

Samples: Stock Issuance Agreement (Connective Therapeutics Inc), Stock Issuance Agreement (Smithkline Beecham Properties LTD)

Corporate Existence and Power. The Company (1) is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware.,

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Qwest Communications International Inc), Common Stock Purchase Agreement (Bellsouth Corp)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and has all corporate powers and all governmental licenses, authorizations, permits, consents and approvals required to carry on its business as now conducted. The Company is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction where such qualification is necessary.

Appears in 2 contracts

Samples: Put and Call Option Agreement (North Shore Acquisition Corp.), Agreement (Tremisis Energy Acquisition CORP II)

Corporate Existence and Power. The Company is a ----------------------------- corporation duly incorporated, validly existing and in good standing under the laws law of the State of DelawareDelaware and has all corporate powers and authority and all material governmental licenses, authorizations, consents and approvals required to carry on its business as now conducted.

Appears in 2 contracts

Samples: Credit Agreement (Anheuser-Busch Companies, Inc.), Credit Agreement (Anheuser Busch Companies Inc)

Corporate Existence and Power. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws Laws of the State of Delaware.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (CVS HEALTH Corp), Agreement and Plan of Merger (Oak Street Health, Inc.)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and has all corporate powers and all material governmental licenses, authorizations, permits, consents and approvals required to carry on its business as now conducted. The Company is duly qualified to do business as a foreign corporation and is in good standing in each material jurisdiction where such qualification is necessary. The Company has heretofore delivered to Parent true and complete copies of the certificate of incorporation and bylaws of the Company as currently in effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Gibson Greetings Inc), Agreement and Plan of Merger (Gibson Greetings Inc)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of Delaware, and has all corporate powers and will have on and as of the State of DelawareEffective Date all material governmental licenses, authorizations, consents and approvals required to carry on its business. Section 4.02.

Appears in 2 contracts

Samples: Day Credit Agreement (Rockwell Automation Inc), Credit Agreement (Rockwell Automation Inc)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State state of Delaware, and has all corporate powers required to carry on its business as now conducted. Except as would not have a Material Adverse Effect, the Company is duly qualified or licensed to do business as a foreign corporation and is in good standing in each jurisdiction where the character of the property owned or leased by it or the nature of its activities make such qualification necessary. The Company has heretofore made available to Parent true and complete copies of the Restated Certificate of Incorporation and Bylaws.

Appears in 2 contracts

Samples: Contribution Agreement (Evolus, Inc.), Contribution Agreement (Evolus, Inc.)

Corporate Existence and Power. The Company Corporation is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware, and has all corporate powers required to carry on its business as now conducted. The Corporation has delivered to Buyer true and complete copies of the Certificate of Incorporation, as amended to date, and By-laws, as in effect on the date hereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (Globix Corp)

Corporate Existence and Power. The Company is a corporation duly incorporatedorganized, validly existing and in good standing under the laws of the State of Delaware. The Company has the corporate power and authority to execute, deliver and perform its obligations under the Transaction Documents and to issue the Warrants as provided in this Agreement. The Company has, prior to the date hereof, provided to the Initial Holders true and complete copies of the Company’s Charter and bylaws, as in effect as of the date hereof.

Appears in 1 contract

Samples: Warrant Agreement (Florida Gaming Corp)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing existing, and in good standing under the laws of the State of Delaware.Delaware and, in all material respects, has all requisite corporate power and authority to own, lease, and operate its properties and to carry on its business as now conducted. For purposes of this Agreement, "

Appears in 1 contract

Samples: Agreement and Plan of Merger (Isomedix Inc)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware., and has all corporate powers and all material governmental licenses, authorizations, consents and approvals required to carry on its business as now conducted. 41

Appears in 1 contract

Samples: Credit Agreement (Timberland Co)

AutoNDA by SimpleDocs

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws Laws of the State of DelawareDelaware and has all corporate powers and approvals required to carry on its business as now conducted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (National Transaction Network Inc)

Corporate Existence and Power. The Company is a corporation duly incorporatedformed, validly existing and in good standing under the laws of the State of Delaware. The Company has requisite corporate power and authority and all material governmental licenses, authorizations, permits, consents and approvals required to carry on its business as now conducted. The copies of the Company’s Organizational Documents, each as amended to date and each heretofore Delivered, are complete and correct, and no amendments thereto are pending.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Masimo Corp)

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

Appears in 1 contract

Samples: Agreement and Plan of Merger (International Textile Group Inc)

Corporate Existence and Power. The Company is a ----------------------------- corporation duly incorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and has all corporate power and authority required to carry on its business as now conducted.

Appears in 1 contract

Samples: Credit Agreement (Limited Inc)

Corporate Existence and Power. The Company is a corporation corporation, duly incorporated, organized and validly existing and in good standing under the laws of the State of Delaware, 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 1 contract

Samples: Note Purchase Agreement (Liberated Solutions, Inc.)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware., and has all requisite corporate power and authority and all material licenses, authorizations, certificates, consents and approvals of Governmental Authorities (collectively, "Licenses")

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gt Bicycles Inc)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the corporation laws of the State of DelawareDelaware and has all corporate power and authority to own its properties and carry on its business as conducted. Each of the Company’s Subsidiaries is duly incorporated or formed, validly existing and in good standing (to the extent such concept is recognized in the relevant jurisdiction of organization) under the Applicable Laws of its respective jurisdiction of organization and has all corporate power and authority to own its properties and carry on its business as conducted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Meet Group, Inc.)

Corporate Existence and Power. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware. The Company has made available to Buyer true, complete and correct copies of its Articles of Incorporation and Bylaws, as currently in effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (Pax Clean Energy, Inc.)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware, and has all corporate powers and all material governmental licenses, authorizations, consents and approvals required to carry on its business as now conducted.

Appears in 1 contract

Samples: License Option Agreement (Safetek International Inc)

Corporate Existence and Power. (a) The Company is a corporation duly incorporatedlimited liability company, validly existing and in good standing under the laws of the State of Delaware.

Appears in 1 contract

Samples: Contribution Agreement (Icahn Enterprises Holdings L.P.)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws Laws of the State of Delaware.Delaware and has all corporate powers and all governmental franchises, licenses, permits, authorizations, consents and approvals required to enable it to own, lease or otherwise hold its properties and

Appears in 1 contract

Samples: Agreement and Plan of Merger (Renewable Energy Group, Inc.)

Corporate Existence and Power. The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of DelawareDelaware and has all corporate powers and all material governmental licenses, authorizations, permits, consents and approvals required to carry on its business as now conducted.

Appears in 1 contract

Samples: Agreement (Ar Capital Acquisition)

Corporate Existence and Power. The Company is a business corporation duly incorporated, validly existing and in good standing under the laws of Delaware, and is duly licensed or qualified to transact business in Texas and Delaware. The Company has all requisite power and authority, corporate or otherwise, to conduct its business, to own its properties and to execute and deliver, and to perform all of its obligations under, the State of DelawareAgreement or any documents required thereunder (hereinafter, the "Transaction Documents").

Appears in 1 contract

Samples: Share Purchase Agreement (Sa Telecommunications Inc /De/)

Corporate Existence and Power. The Company is a corporation duly incorporated, ----------------------------- incorporated and validly existing and in good standing under the laws of the State state of DelawareDelaware and has corporate power to make this Agreement and to borrow hereunder.

Appears in 1 contract

Samples: Loan Agreement (Emerging Communications Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.