Common use of Corporate Organization Clause in Contracts

Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the State of Nebraska, respectively, and has the requisite corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Isco Inc), Agreement and Plan of Merger (Isco Inc), Agreement and Plan of Merger (Teledyne Technologies Inc)

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Corporate Organization. Each of Parent and Merger Sub is a corporation an entity duly organized, validly existing and in good standing under the laws Laws of the State of Delaware and the State of Nebraska, respectively, and has the requisite limited liability company or corporate power and authority to own or own, lease all of and operate its properties and assets and to carry on its business as it is now being conducted.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Horowitz Seth), Agreement and Plan of Merger (Everlast Worldwide Inc), Agreement and Plan of Merger (Hidary Group Acquisitions, LLC)

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws Laws of the State of Delaware and the State of Nebraska, respectively, and has the requisite corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted.Delaware

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Neff Corp), Agreement and Plan of Merger (H&E Equipment Services, Inc.)

Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the State of Nebraska, respectivelyDelaware, and has the requisite corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Teledyne Technologies Inc), Agreement and Plan of Merger (Lecroy Corp)

Corporate Organization. Each of Parent and its Subsidiaries, including Merger Sub Sub, is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the State of Nebraska, respectively, and has the requisite corporate power and authority and all necessary governmental approvals to own or own, lease all of and operate its properties and assets and to carry on its business as it is now being conducted, except where the failure to be so organized, existing or in good standing or to have such power, authority and governmental approvals would not, individually or in the aggregate, have a Parent Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Osi Pharmaceuticals Inc), Agreement and Plan of Merger (Cell Pathways Inc /De)

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws Laws of the State of Delaware and the State of Nebraska, respectively, and has the requisite corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conductedDelaware.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Neff Corp), Agreement and Plan of Merger (United Rentals North America Inc)

Corporate Organization. Each of Parent Parent, AcquisitionCo and Merger Sub is a corporation duly organizedincorporated, validly existing and in good standing under the laws Laws of the State of Delaware and the State of Nebraska, respectively, and has the requisite corporate power and authority to own or own, lease all of and operate its properties and assets and to carry on its business as it is now being conducted.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sl Industries Inc), Agreement and Plan of Merger (Handy & Harman Ltd.)

Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the State of NebraskaDelaware, respectively, and has the requisite corporate power and authority and all necessary governmental approvals to own or own, lease all of and operate its properties and assets and to carry on its business as it is now being conducted.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Checkfree Corp \Ga\), Agreement and Plan of Merger (Carreker Corp)

Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the State of Nebraska, respectively, and has the requisite corporate power and authority and all necessary governmental approvals to own or own, lease all of and operate its properties and assets and to carry on its business as it is now being conducted, except where the failure to be so organized, existing or in good standing or to have such power, authority and governmental approvals would not prevent or materially delay consummation of the Merger, or otherwise prevent Parent or Merger Sub from performing their respective material obligations under this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Optical Communication Products Inc), Agreement and Plan of Merger (Oplink Communications Inc)

Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, organized validly existing and in good standing under the laws of the State of Delaware and the State of NebraskaDelaware, respectively, and has the with all requisite corporate power and authority to own or own, operate and lease all of its properties and assets and to carry on its business businesses as it is now being conducted.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Monsanto Co /New/), Agreement and Plan of Merger (Delta & Pine Land Co)

Corporate Organization. Each of Parent and Merger Sub is a corporation corporation, duly organized, validly existing and in good standing under the laws of the State of Delaware and the State of Nebraska, respectivelyDelaware, and has the all requisite corporate power and authority to own or lease all of its properties and assets and to carry on conduct its business businesses as it is now being conducted.

Appears in 2 contracts

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

Corporate Organization. Each Parent is a corporation duly organized, validly existing and in good standing under the laws of Parent the State of Delaware, and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the State of Nebraska, respectivelyConnecticut, and each of Parent and Merger Sub has the requisite corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted.

Appears in 2 contracts

Samples: Shareholder Agreement (Teledyne Technologies Inc), Shareholder Agreement (Bolt Technology Corp)

Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the State Commonwealth of NebraskaMassachusetts, respectively, and has the requisite corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Benthos Inc)

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Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware Oregon and the State of NebraskaDelaware, respectively, and has the requisite corporate power and authority and all necessary governmental approvals to own or own, lease all of and operate its properties and assets and to carry on its business as it is now being conducted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Applied Innovation Inc)

Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the State Commonwealth of NebraskaVirginia, respectively, and has the requisite corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Garan Inc)

Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the State of Nebraska, respectively, and has the requisite corporate power and authority to own or lease all of its properties and assets and to carry on its business as it is now being conducted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Clayton Homes Inc)

Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware Delaware. Parent and Merger Sub have the State of Nebraska, respectively, and has the requisite corporate power and authority to own or lease all of its their respective properties and assets and to carry on its business their respective businesses as it is they are now being conducted., and are duly qualified to do business in each jurisdiction in which the nature of the business conducted by them or the character or location of the properties and assets owned or leased by them makes such qualification necessary, except where the failure to be so qualified (i) would

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Tickets Com Inc)

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws Laws of the State of Delaware and the State of Nebraska, respectively, and has the requisite corporate power and authority and all necessary governmental approvals to own or own, lease all of and operate its properties and assets and to carry on its business as it is now being conducted.

Appears in 1 contract

Samples: Business Combination Agreement (DPCM Capital, Inc.)

Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the State of Nebraska, respectively, and has the all requisite corporate power and authority to own or lease all of its properties and assets and to carry on conduct its business as it is now being conducted. True, accurate and complete copies of the Parent Organizational Documents and the Merger Sub Organizational Documents, with all amendments thereto to the date hereof, have been made available to the Company or its representatives.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Oracle Healthcare Acquisition Corp.)

Corporate Organization. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and the State of Nebraska, respectivelyDelaware, and has the requisite corporate power and authority and all necessary governmental approvals to own or own, lease all of and operate its properties and assets and to carry on its business as it is now being conducted.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pegasus Solutions Inc)

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