Common use of Organization; Good Standing Clause in Contracts

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

Appears in 9 contracts

Sources: Securities Purchase Agreement (Guardian Life Insurance Co of America), Securities Purchase Agreement (Kennedy-Wilson Holdings, Inc.), Note Exchange Agreement (BMP Sunstone CORP)

Organization; Good Standing. The Company has been duly incorporated or organized, is validly existing as a corporation duly organized, validly existing or other applicable business entity and is in good standing under the laws of the State of DelawareDelaware and has the requisite power to carry on its business as now conducted.

Appears in 7 contracts

Sources: Securities Purchase Agreement (Leviathan Minerals Group Inc.), Securities Purchase Agreement (Leviathan Minerals Group Inc.), Securities Purchase Agreement (AVRA Surgical Robotics, Inc.)

Organization; Good Standing. 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 presently conducted and as proposed to be conducted, and is qualified to do business as a foreign corporation in good standing in all other jurisdictions in which the conduct of its business requires such qualification.

Appears in 6 contracts

Sources: Stock Purchase Agreement (Marina Biotech, Inc.), Stock Purchase Agreement (Marina Biotech, Inc.), Stock Purchase Agreement (Marina Biotech, Inc.)

Organization; Good Standing. 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 own its properties and to conduct the business in which it is now engaged.

Appears in 6 contracts

Sources: Securities Purchase Agreement (Senesco Technologies Inc), Securities Purchase Agreement (Senesco Technologies Inc), Securities Purchase Agreement (Senesco Technologies Inc)

Organization; Good Standing. 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 own, operate and lease its properties and assets and to carry on its business as now conducted.

Appears in 4 contracts

Sources: Subsidiary Stock Purchase Agreement (Directview Holdings Inc), Share Purchase Agreement (Directview Inc), Subsidiary Stock Purchase Agreement (GS Energy CORP)

Organization; Good Standing. The Company is a corporation an entity duly organized, validly existing and in good standing (with respect to jurisdictions that recognize such concept or equivalent) under the laws Laws of the State of Delaware.

Appears in 3 contracts

Sources: Voting Agreement (Insight Enterprises Inc), Voting Agreement (Pcm, Inc.), Voting Agreement

Organization; Good Standing. 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

Sources: Stock Purchase Agreement (Rag Shops Inc), Funding Agreement (Rag Shops Inc), Stock Purchase Agreement (Rag Shops Inc)

Organization; Good Standing. 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 own its properties and to conduct the business in which it is now engaged.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Senesco Technologies Inc), Securities Purchase Agreement (Senesco Technologies Inc), Securities Purchase Agreement (Senesco Technologies Inc)

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

Appears in 2 contracts

Sources: Stock Purchase Agreement (Urban Ag. Corp.), Stock Purchase Agreement (Urban Ag. Corp.)

Organization; Good Standing. The Company has been duly organized and is validly existing as a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has corporate power and authority to enter into and perform its obligations under this Agreement.

Appears in 1 contract

Sources: Stock Purchase Agreement (Adicet Bio, Inc.)

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

Appears in 1 contract

Sources: Stock Purchase Agreement (Medigus Ltd.)

Organization; Good Standing. The Company is a corporation duly --------------------------- organized, validly existing existing, and in good standing under the laws of the State of Delaware, and has all requisite power and authority to own and operate its properties and assets and to carry on its business as now conducted and as proposed to be conducted, to execute, deliver and carry out the provisions of this Agreement and to issue the Company Stock.

Appears in 1 contract

Sources: Contribution and Recapitalization Agreement (Petersen Companies Inc)

Organization; Good Standing. 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 own its properties and to conduct the business in which it is now engaged.

Appears in 1 contract

Sources: Securities Purchase Agreement (Senesco Technologies Inc)

Organization; Good Standing. The Company is a corporation duly organizedincorporated, validly 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 it is presently being conducted and as proposed to be conducted.

Appears in 1 contract

Sources: Note Purchase Agreement (E Loan Inc)

Organization; Good Standing. 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 own, lease and operate its properties and to conduct the business presently being conducted by it, and is duly qualified to transact business as a foreign corporation and is in good standing in all states in which the failure to qualify and be in good standing would have a material adverse effect upon the business conducted by the Company.

Appears in 1 contract

Sources: Stock Purchase Agreement (Joshua Tree Construction Inc)

Organization; Good Standing. The Company is a corporation duly organizedincorporated, 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, operate and lease its properties and assets and to carry on its business as now conducted.

Appears in 1 contract

Sources: Stock Purchase Agreement (Freesoftwareclub Com)

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

Appears in 1 contract

Sources: Exchange Agreement (Unicycive Therapeutics, Inc.)

Organization; Good Standing. The Company is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware. The Company has all requisite corporate power and authority (a) to carry on its business as now conducted and as presently proposed to be conducted, (b) to execute and deliver this Agreement, and (c) to issue and sell the Shares.

Appears in 1 contract

Sources: Stock Purchase Agreement (General Nutrition Centers, Inc.)

Organization; Good Standing. The Company is a corporation Delaware corporation, and is 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 assets, properties and business and to carry on its business as now being conducted. The Company does not have any Subsidiaries.

Appears in 1 contract

Sources: Asset Purchase Agreement (Cpi Corp)

Organization; Good Standing. The Company is a corporation duly ----------------------------- organized, validly existing and in good standing under the laws of the State of Delaware, with all requisite corporate power and authority to own, operate and lease its properties, to carry on its business as now being conducted, and to enter into this Agree-ment and perform its obligations hereunder.

Appears in 1 contract

Sources: Product Line Acquisition Agreement (Measurement Specialties Inc)

Organization; Good Standing. The Company is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware, and has all requisite power and authority to own and operate its properties and assets and to carry on its business as now conducted and as proposed to be conducted, to execute, deliver and carry out the provisions of this Agreement and to issue the Company Stock.

Appears in 1 contract

Sources: Contribution and Recapitalization Agreement (Petersen Companies Inc)

Organization; Good Standing. 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 own and operate its properties and assets, to execute and deliver this Agreement, to issue the Notes, to carry out the provisions of this Agreement, and to carry on its business as presently conducted and as presently proposed to be conducted.

Appears in 1 contract

Sources: Loan and Investment Agreement (Cardica Inc)

Organization; Good Standing. 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 execute, deliver, and perform its obligations under this Agreement.

Appears in 1 contract

Sources: Securities Purchase Agreement (Hostess Brands, Inc.)

Organization; Good Standing. The Company is a corporation corporation, --------------------------- duly organized, validly existing and in good standing under the laws of the State of Delaware, and is duly authorized to transact business and is in good standing in each jurisdiction where the failure to so qualify would have a material adverse effect on the performance by the Company of its obligations hereunder.

Appears in 1 contract

Sources: Indemnification Agreement (Igen International Inc /De)

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

Appears in 1 contract

Sources: Option Agreement (Travelocity Com Inc)

Organization; Good Standing. The Company company is a corporation duly organized, validly existing formed and in good standing under the laws of the State of DelawareDelaware and has all requisite power and authority to own and lease its properties and assets and to carry on its business as currently conducted.

Appears in 1 contract

Sources: Stock Acquisition and Stockholders’ Agreement (GeoMet, Inc.)

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

Appears in 1 contract

Sources: Securities Purchase Agreement (Ritz Interactive, Inc.)