Incorporation, Standing and Power. Parent has been duly organized, is validly existing and in good standing as a public limited company organized under the laws of England and Wales. Merger Sub has been duly organized, is validly existing and in good standing as a corporation under the laws of the State of Delaware. Merger Sub has conducted no business or operations and has no material liabilities other than its obligations under this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Glaxosmithkline PLC), Agreement and Plan of Merger (CNS Inc /De/)
Incorporation, Standing and Power. Parent has been duly organized, is validly existing and in good standing as a public limited company organized corporation under the laws of England the State of Delaware and Walesis registered as a bank holding company under the BHC Act. Merger Sub has been duly organized, is validly existing and in good standing as a corporation under the laws of the State of Delaware. Merger Sub has conducted no business or operations and has no material liabilities other than its obligations under this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Community First Bankshares Inc), Agreement and Plan of Merger (Bancwest Corp/Hi)
Incorporation, Standing and Power. Parent has been duly organized, is validly existing and in good standing as a public limited company organized corporation under the laws of England and Walesthe State of Delaware. Merger Sub has been duly organized, is validly existing and in good standing as a corporation under the laws of the State of Delaware. Merger Sub has conducted no business or operations and has no material liabilities other than its obligations under this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bottomline Technologies Inc /De/), Agreement and Plan of Merger (Optio Software Inc)
