Common use of Due Organization; Subsidiaries Clause in Contracts

Due Organization; Subsidiaries. Parent is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Each of Parent and Merger Sub has all necessary power and authority: (a) to conduct its business in the manner in which its business is currently being conducted; (b) to own and use its assets in the manner in which its assets are currently owned and used; and (c) to perform its obligations under all Contracts by which it is bound.

Appears in 3 contracts

Samples: Agreement and Plan of Merger and Reorganization (Global Sports Inc), Agreement and Plan of Merger and Reorganization (Global Sports Inc), Agreement and Plan of Merger and Reorganization (Ashford Com Inc)

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Due Organization; Subsidiaries. (a) Each of Parent and Merger Sub is a corporation duly organizedincorporated, validly existing and in good standing under the laws Laws of the State of Delaware. Merger Sub is a corporation duly organized, validly existing Delaware and in good standing under the laws of the State of Delaware. Each of Parent and Merger Sub has all necessary corporate power and authority: (a) authority to conduct its business in the manner in which its business is currently being conducted; (b) conducted and to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; and (c) . Since the date of its incorporation, Merger Sub has not engaged in any activities other than activities incident to perform its obligations under all Contracts formation or in connection with or as contemplated by which it is boundthis Agreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger and Reorganization (NTN Buzztime Inc), Agreement and Plan of Merger (Versartis, Inc.), Agreement and Plan of Merger and Reorganization (BioPharmX Corp)

Due Organization; Subsidiaries. Parent is a Delaware corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareNew York. Each of Parent and Merger Sub has all necessary requisite corporate power and authority: (ai) to conduct its business in the manner in which its business is currently being conducted; conducted and (bii) to own and use its assets in the manner in which its assets are currently owned and used; and (c) to perform its obligations under all Contracts by which it is bound.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Manchester Technologies Inc), Agreement and Plan of Merger (Electrograph Holdings, Inc.)

Due Organization; Subsidiaries. Parent is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State Commonwealth of DelawareMassachusetts. Each of Parent and Merger Sub has all necessary power and authority: (a) to conduct its business in the manner in which its business is currently being conducted; and (b) to own and use its assets in the manner in which its assets are currently owned and used; and (c) to perform its obligations under all Contracts by which it is bound.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Interleaf Inc /Ma/), Agreement and Plan of Merger and Reorganization (Broadvision Inc)

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Due Organization; Subsidiaries. Parent is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of DelawareMassachusetts. Each of Parent and Merger Sub has all necessary power and authority: (a) to conduct its business in the manner in which its business is currently being conducted; (b) to own and use its assets in the manner in which its assets are currently owned and used; and (c) to perform its obligations under all Contracts by which it is bound.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Clare Inc), Agreement and Plan of Merger and Reorganization (Ixys Corp /De/)

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