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: Share Exchange Agreement (Tree.com, Inc.), Subscription Agreement (Beam Therapeutics Inc.), Exchange and Purchase Agreement (Clovis Oncology, 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: Warrant Exercise Agreement (PARETEUM Corp), Warrant Exercise Agreement (Opgen Inc), Warrant Exercise Agreement (BioPharmX Corp)

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 14 contracts

Samples: Research and Development Agreement (Oxigene Inc), Research and Development Agreement (Oxigene Inc), Purchase Option Agreement (Oxigene 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 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 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: Backstop Common Stock Purchase Agreement (Global Defense & National Security Holdings LLC), Backstop Common Stock Purchase Agreement (Global Defense & National Security Holdings LLC), Backstop Common Stock Purchase Agreement (STG 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, 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: Indebtedness Conversion Agreement (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, 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 (Porter William A), Stockholders Agreement (International Securities Exchange, Inc.), Stockholders Agreement (International Securities Exchange, 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 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), Research and License Agreement (Ligand Pharmaceuticals Inc), Collaboration and License Agreement (Pharmacopeia 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, 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 Intelligent Lighting & Electronics, Inc., China Century Dragon Media, Inc., NIVS IntelliMedia Technology 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 the corporate power to conduct its current business and the business which it proposes to conduct.

Appears in 7 contracts

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

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

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 (Petco Animal Supplies Inc), Stockholders Agreement (Big 5 Corp /Ca/)

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 (Individual Investor Group Inc)

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 (DanDrit Biotech USA, Inc.), Subscription Agreement (Enochian Biosciences 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 6 contracts

Samples: Collaboration and License Agreement (Pharmacopeia Drug Discovery 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 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: Note Purchase and Security Agreement (Lenco Mobile Inc.), Note Purchase and Security Agreement (Lenco Mobile Inc.), Note Purchase and Security Agreement (Lenco Mobile 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: Purchase Agreement (FTAC Parnassus Acquisition Corp.), Agreement (BowX Acquisition Corp.), Purchase Agreement (FTAC Parnassus Acquisition 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 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 (Green Equity Investors Iii Lp)

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 (Upstream Worldwide, Inc.), Securities Purchase Agreement (Ecosphere Technologies Inc)

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: Securities Purchase Agreement (Retrac Medical Inc), Settlement Agreement (Retrac Medical Inc), Representation 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 (Ambit Biosciences Corp), Collaboration Agreement (Ignyta, Inc.), Collaboration and License Agreement (Pharmacopeia Drug Discovery 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 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 Option Exchange Agreement (Varsity Brands 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 (Dominos Pizza Inc), Stock Repurchase Agreement (Dominos Inc), Stock Repurchase Agreement (Asset Acceptance Capital Corp)

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 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: Exchange Agreement (Tongji Healthcare Group, Inc.), Forgiveness and Exchange Agreement (Jupiter Neurosciences, Inc.), Share Exchange Agreement (W 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 4 contracts

Samples: Executive Stock Agreement (Town Sports International Holdings Inc), Technology Transfer Agreement (Aries Ventures 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 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 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.), Exchange Agreement (Novelos Therapeutics, Inc.), Warrant Exercise Agreement (Vistula Communications Services, 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 (Mayors Jewelers Inc/De), Exchange Agreement (United Road Services Inc), Exchange Agreement (Charter Urs LLC)

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, incorporated and validly existing and in good standing under the laws of the State of Delaware.

Appears in 4 contracts

Samples: Securities Exchange Agreement (Immune Pharmaceuticals Inc), Securities Exchange Agreement (Cyclacel Pharmaceuticals, Inc.), Securities Exchange Agreement (Cyclacel Pharmaceuticals, 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, 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 (Talkpoint Communications Inc), Purchase and Subscription Agreement (Bank One Corp), 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 Cancellation Agreement (Transportation Technologies Industries Inc), Preferred Stock Exchange 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 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 (BioMETRX), Exchange Agreement (Emagin 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 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: Collaboration Agreement (Lixte Biotechnology Holdings, Inc.), Broker Engagement Agreement (Motos America, Inc.), Senior Secured Credit Agreement (Adflex Solutions 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 Laws of the State of Delaware.

Appears in 3 contracts

Samples: Purchase and Contribution Agreement (Beneficient Co Group, L.P.), Purchase and Contribution Agreement (Sabes Jon), Purchase and Contribution Agreement (Beneficient Capital Company, L.L.C.)

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, organized and validly existing and in good standing under the laws of the State of Delaware.

Appears in 2 contracts

Samples: Stock Purchase Agreement (M Wave Inc), Stock Purchase Agreement (M Wave 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 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 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 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 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: Recapitalization Agreement (Corautus Genetics Inc), Conversion Agreement (Via Pharmaceuticals, 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 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: Asset Purchase Agreement (Inovio Biomedical Corp), Confidential Treatment (ONCOSEC MEDICAL 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, 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 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)

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 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.)

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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 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 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 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. (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 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 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 2 contracts

Samples: Horizon Pharma, Inc., Horizon Pharma, 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 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 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 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 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 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 organizedformed, validly existing existing, and in good standing subsisting under the laws of the State Laws of Delaware.

Appears in 1 contract

Samples: Investor Rights Agreement (NeuroBo Pharmaceuticals, 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: Agreement and Plan of Merger (Vina Technologies Inc)

Organization. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, with 59,681,266 Shares outstanding as of the date hereof.

Appears in 1 contract

Samples: Repurchase Agreement (Trinet 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. The Company has all requisite power to own, operate and lease its business and assets and carry on its business as the same is now being conducted.

Appears in 1 contract

Samples: Agreement (Powersafe Technology Corp)

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 State of Delaware, United States of America.,.

Appears in 1 contract

Samples: Lease Agreement (Hecla Mining Co/De/)

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 and lease its properties and assets and to carry on its business as it is now being conducted.

Appears in 1 contract

Samples: Preferred Stock Conversion Agreement (Amedisys 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 presently conducted.

Appears in 1 contract

Samples: Stock Repurchase Agreement (Stable Road Acquisition 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 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. 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 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 organized, validly existing and in good standing under the laws of the State of Delaware.Delaware with corporate power and authority to own, operate and lease its properties and to carry on its business as now conducted. EXHIBIT 10(hh)

Appears in 1 contract

Samples: Exchange Agreement (Tuboscope Vetco International Corp)

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 duly organized, validly existing and in good standing under the laws of the State of DelawareDelaware and has all requisite corporate power and authority and all licenses, permits and authorizations to conduct its business as it is currently being conducted and as it is presently proposed to be conducted.

Appears in 1 contract

Samples: Stock Transfer Agreement (Onyx 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 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 Delaware.

Appears in 1 contract

Samples: Agreement for Purchase (New Pameco Georgia Corp)

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 own, lease and operate its properties and the Business as presently conducted.

Appears in 1 contract

Samples: Stock Purchase Agreement (Mfri Inc)

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

Appears in 1 contract

Samples: Stock Purchase Agreement (Dqe Inc)

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

Appears in 1 contract

Samples: Stock Purchase Agreement (Rainmaker Systems Inc)

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