Common use of Organization; Subsidiaries Clause in Contracts

Organization; Subsidiaries. Parent and Merger Sub are corporations duly organized, validly existing and in good standing under the laws of the respective jurisdiction in which they are incorporated. Each of Parent and Merger Sub has the corporate power and authority to own and lease its properties and assets and to carry on its business as now being conducted and is duly qualified or licensed to do business as a foreign corporation and is in good standing in each jurisdiction in which the properties owned or leased by it or the nature of the business conducted by it makes such qualification or licensure necessary, except where the failure to be so qualified or licensed and in good standing would not have a material adverse effect on its business, results of operations or financial condition of Parent.

Appears in 3 contracts

Samples: Agreement and Plan of Merger and Reorganization (Award Software International Inc), Agreement and Plan of Merger and Reorganization (Award Software International Inc), Agreement and Plan of Merger and Reorganization (Award Software International Inc)

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Organization; Subsidiaries. The Parent and the Merger Sub are corporations duly organized, validly existing and in good standing under the laws of the respective jurisdiction in which they are incorporated. Each of the Parent and the Merger Sub has the corporate power and authority to own and lease its properties and assets and to carry on its business as now being conducted and is duly qualified or licensed to do business as a foreign corporation and is in good standing in each jurisdiction in which the properties owned or leased by it or the nature of the business conducted by it makes such qualification or licensure necessary, except where the failure to be so qualified or licensed and in good standing would not have a material adverse effect Material Adverse Effect on its business, results of operations or financial condition of Parentthe Parent and the Merger Sub.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Empire Global Corp.), Agreement and Plan of Merger (Empire Global Corp.)

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