Common use of Qualification to do Business Clause in Contracts

Qualification to do Business. Each of Parent, Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, have a Parent Material Adverse Effect.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Take Two Interactive Software Inc), Agreement and Plan of Merger (Zynga Inc), Agreement and Plan of Merger

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Qualification to do Business. Each of Parent, Holdco, Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing has not had and would notnot reasonably be expected to have, individually or in the aggregate, have a Parent Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Express Scripts Holding Co.), Agreement and Plan of Merger

Qualification to do Business. Each of Parent, Parent and Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, corporation or limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, have a Parent Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Broadwing Corp), Agreement and Plan of Merger (Level 3 Communications Inc)

Qualification to do Business. Each of Parent, Parent and Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) corporation and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, not have a Parent Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Jupitermedia Corp), Agreement and Plan of Merger (Broadview Networks Holdings Inc)

Qualification to do Business. Each of Parent, Parent and Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) entity and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would notnot reasonably be expected to have, individually or in the aggregate, have a Parent Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Cifc LLC)

Qualification to do Business. Each of Parent, Merger Amalgamation Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, have a Parent Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Amalgamation (Global Crossing LTD), Agreement and Plan of Amalgamation (Level 3 Communications Inc)

Qualification to do Business. Each of Parent, Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries Sister Subsidiary is duly qualified to do business as a foreign corporation, corporation or limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, have a Parent Material Adverse Effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Broadwing Corp)

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Qualification to do Business. Each of Parent, Holdco, Merger Sub 1, Merger Sub 2 and Parent’s 's other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing has not had and would notnot reasonably be expected to have, individually or in the aggregate, have a Parent Material Adverse Effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cigna Corp)

Qualification to do Business. Each of Parent, Parent and Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, corporation or limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, necessary except where the failure to be so qualified or in good standing would not, individually or in the aggregate, not have a Parent Material Adverse Effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Level 3 Communications Inc)

Qualification to do Business. Each of Parent, Parent and Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) corporation and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would notnot reasonably be expected to have, individually or in the aggregate, have a Parent Material Adverse Effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Artio Global Investors Inc.)

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