Common use of Good Standing and Other Certificates Clause in Contracts

Good Standing and Other Certificates. The Purchaser shall have received (a) copies of the charter, including all amendments thereto, in each case certified by the Secretary of State or other appropriate official of the jurisdiction of incorporation of the Company, (b) a certificate from the Secretary of State or other appropriate official of the jurisdiction of incorporation of the Company to the effect that the Company is in good standing and listing all charter documents of the Company on file, (c) a certificate from the Secretary of State or other appropriate official in each State in which the Company is qualified to do business to the effect that the Company is in good standing in such State and (d) a copy of the By-Laws of the Company certified by the Secretary of the Company as being true and correct and in effect on the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (National Fiberstok Corp), Stock Purchase Agreement (National Fiberstok Corp)

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Good Standing and Other Certificates. The Purchaser shall have received (a) copies a copy of the charterarticles of incorporation or other organizational documents of the Company, including all amendments thereto, in each case certified by the Secretary of State or other appropriate official of the jurisdiction of incorporation of the CompanyTexas, (b) a certificate from the Secretary of State or other appropriate official of the jurisdiction respective State or country of incorporation of the Company or formation to the effect that the Company is in good standing and listing all charter documents of the Company on filesuch entity, (c) a certificate from the Secretary of State or other appropriate official in each State or country in which the Company is qualified to do business to the effect that the Company such entity is in good standing in each such State or country and (d) a copy of the By-Laws Bylaws of the Company and the resolutions of the Board of Directors of the Company authorizing the transactions contemplated hereby, certified by the Secretary of the Company such Person as being true and correct and in effect on the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Firstcom Corp)

Good Standing and Other Certificates. The Purchaser shall have received (a) copies a copy of the charterarticles of incorporation or other organizational documents of the Company, including all amendments thereto, in each case certified by the Secretary of State or other appropriate official of the jurisdiction of incorporation of the CompanyDelaware, (b) a certificate from the Secretary of State or other appropriate official of the jurisdiction respective State or country of incorporation of the Company or formation to the effect that the Company is in good standing and listing all charter documents of the Company on filesuch entity, (c) a certificate from the Secretary of State or other appropriate official in each State or country in which the Company is qualified to do business to the effect that the Company such entity is in good standing in each such State or country and (d) a copy of the By-Laws Bylaws of the Company and the resolutions of the Board of Directors of the Company authorizing the transactions contemplated hereby, certified by the Secretary of the Company such Person as being true and correct and in effect on the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (American Physician Partners Inc)

Good Standing and Other Certificates. The Purchaser shall have received (a) copies a copy of the charterarticles of incorporation or other organizational documents of the Company, including all amendments thereto, in each case certified by the Secretary of State or other appropriate official of the jurisdiction of incorporation of the CompanyDelaware, (b) a certificate from the Secretary of State or other appropriate official of the jurisdiction respective State or country of incorporation of the Company or formation to the effect that the Company is in good standing and listing all charter documents of the Company on filesuch entity, (c) a certificate from the Secretary of State or other appropriate official in each State or country in which the Company is qualified to do business to the effect that the Company such entity is in good standing in each such State or country and (d) a copy of the By-Laws Bylaws of the Company and the resolutions of the Board of Directors of the Company authorizing the transactions contemplated hereby, certified by the Secretary of the Company such Person as being true and correct and in effect on the such Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Banque Paribas)

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Good Standing and Other Certificates. The Purchaser Purchasers shall have received (a) copies of the charterArticles of Incorporation, including all amendments thereto, in each case certified by the Secretary of State or other appropriate official of the jurisdiction of incorporation of the Company, (b) a certificate from the Secretary of State or other appropriate official of the jurisdiction of incorporation of the Company to the effect that the Company is in good standing and listing all charter documents of the Company on file, (c) a certificate from the Secretary of State or other appropriate official in each State in which the Company is qualified to do business to the effect that the Company is in good standing in such State and (d) a copy of the By-Laws of the Company certified by the Secretary of the Company as being true and correct and in effect on the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Outsourcing Solutions Inc)

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