Common use of Organization; Subsidiaries Clause in Contracts

Organization; Subsidiaries. (a) The Company is a corporation duly organized, validly existing and in good standing under the Laws of the State of Delaware and has the requisite corporate power and corporate authority to carry on its business as it is now being conducted or presently proposed to be conducted. To the Company's Knowledge, the Company is duly qualified and licensed as a foreign corporation to do business and is in good standing (and has paid all relevant franchise or analogous taxes) in each jurisdiction where the character of its assets owned or held under lease or the nature of its business makes such qualification necessary, except where the failure to be so qualified or licensed, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect.

Organization; Subsidiaries. (a) The Company is a corporation duly organized, validly existing and in good standing under the Laws laws of the State of Delaware and has the requisite corporate power and corporate authority to carry on its business as it is now being conducted or presently proposed to be conducted. To As of the Company's Knowledgedate hereof and prior to the Merger (as defined herein), the Company is duly qualified and licensed as a foreign corporation to do business business, and is in good standing (and has paid all relevant franchise or analogous taxes) ), in each jurisdiction where the character of its assets owned or held under lease or the nature of its business makes such qualification necessary, except necessary and where the failure to so qualify or be licensed would not individually or in the aggregate reasonably be expected to have a Material Adverse Effect. The failure of the Company to be so qualified or licensedand licensed in any jurisdiction following the Merger will not, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect.