Common use of Organization and Standing; Subsidiaries Clause in Contracts

Organization and Standing; Subsidiaries. (a) Each of Parent, and its subsidiaries whose business or assets are material to Parent (collectively, the "Parent Subsidiaries", and, together with Parent, collectively "Axiohm") is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to own, lease and operate its properties and to carry on its businesses as now being conducted, except where the failure to be so organized, existing and in good standing or to have such power and authority would not have a Material Adverse Effect on Axiohm. When used in connection with Parent or any of its subsidiaries, the term "Material Adverse Effect" means any change or effect that would be materially adverse to the business, assets (whether tangible or intangible), financial condition, results of operations of Parent and its subsidiaries taken as a whole. Parent has heretofore delivered to the Company accurate and complete copies of the Articles of Incorporation and By-Laws (or equivalent organization documents), as currently in effect, of Parent and each of the Parent Subsidiaries. The Parent Disclosure Schedule includes a list of each of Parent's subsidiaries, together with the jurisdiction of incorporation of each subsidiary and the percentage of each subsidiary's outstanding capital stock or other equity interests owned by Parent or its subsidiaries, as the case may be.

Organization and Standing; Subsidiaries. (a) Each of Parent, the Company and its subsidiaries whose business or assets are material to Parent the Company (collectively, the "Parent Company Subsidiaries", ," and, together with Parentthe Company, collectively the "AxiohmCorporation") is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation and has all requisite corporate power and authority to own, lease and operate its properties and to carry on its businesses as now being conducted, except where the failure to be so organized, existing and in good standing or to have such power and authority would not have a Material Adverse Effect on Axiohmthe Corporation. When used in connection with Parent the Company or any of its subsidiaries, the term "Material Adverse Effect" means any change or effect that would be materially adverse to the business, assets (whether tangible or intangible), financial condition, results of operations of Parent the Company and its subsidiaries taken as a whole. Parent The Company has heretofore delivered to the Company Purchaser accurate and complete copies of the Articles of Incorporation and By-By- Laws (or equivalent organization documents), as currently in effect, of Parent the Company and each of the Parent Company Subsidiaries. The Parent Company Disclosure Schedule includes a list of each of Parentthe Company's subsidiaries, together with the jurisdiction of incorporation of each subsidiary and the percentage of each subsidiary's outstanding capital stock or other equity interests owned by Parent the Company or its subsidiaries, as the case may be.