Common use of Corporate Organization Clause in Contracts

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

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the jurisdiction State of its organization Delaware and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties 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 Transactions, or otherwise prevent Parent or Merger Sub from performing its material obligations under this Agreement.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the jurisdiction State of its organization Delaware and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties 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 Transactions, or otherwise prevent Parent or Merger Sub from performing their respective material obligations under this Agreement.

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

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties 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, prevent or materially delay consummation of the Merger or otherwise prevent or materially delay either Parent or Merger Sub from performing its obligations under this Agreement.

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation, in each case, corporation duly incorporated or otherwise organized, validly existing and in good standing under the laws Laws of the jurisdiction of its incorporation or organization and and, except as would not have a Parent Material Adverse Effect, has the all requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being presently conducted.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its organization and has the requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted, except where the failure to be so validly existing and in good standing or to have such power and authority would not, individually or in the aggregate, prevent or materially delay the consummation of any of the Transactions.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its organization and has the requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted, except where the failure to be so existing or in good standing or to have such power and authority would not, individually or in the aggregate, prevent or materially delay the consummation of the Transactions.

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its incorporation or organization and has the all requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business businesses as it is now being conducted and proposed by Parent to be conducted, except where the failure to be duly organized, existing and in good standing or to have such power and authority would not have or would not reasonably be likely to have, individually or in the aggregate, a Parent Material Adverse Effect.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization incorporation and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties 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 Transactions, or otherwise prevent Parent or Merger Sub from performing its material obligations under this Agreement.

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

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization incorporation and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties 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, prevent or delay consummation of the Merger.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organizedincorporated, validly existing and and, to the extent applicable, in good standing under the laws Laws of the jurisdiction of its organization incorporation and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is 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 reasonably be expected to, individually or in the aggregate, have a material adverse effect on the ability of each of Parent and Merger Sub to perform its obligations under this Agreement.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has the requisite power and authority and all necessary governmental approvals to own, lease and operate its properties 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 and authority would not, individually or in the aggregate, prevent or materially delay consummation of any of the Transactions or otherwise prevent or materially delay Parent or Merger Sub from performing its obligations under this Agreement.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties 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, prevent or materially delay consummation of the Merger or otherwise prevent or materially delay either Parent or Merger Sub from performing its obligations under the Agreement.

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its incorporation or organization and has the all requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business businesses as it is now being conducted and proposed by the Parent to be conducted, except where the failure to be duly organized, existing and in good standing or to have such power and authority would not have or would not reasonably be likely to have, individually or in the aggregate, a Material Adverse Effect on Parent.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, organized and validly existing and in good standing under the laws Laws of the jurisdiction of its organization incorporation and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted.

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

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has the requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it incorporation. Merger Sub is now being conducteda wholly owned subsidiary of Parent.

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

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has the requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted.incorporation. Parent and

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

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has the requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conductedorganization.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, organized and validly existing and in good standing under the laws of the jurisdiction of its organization and has the requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conductedincorporation.

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its organization incorporation and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted, except where the failure to have such power, authority and governmental approvals would not result in a Parent Material Adverse Effect.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organizedincorporated, validly existing and in good standing under the laws of the jurisdiction its state of its organization incorporation. Each of Parent and Merger Sub has the requisite corporate power and authority and to own or lease all necessary governmental approvals to own, lease and operate of its properties and assets and to carry on its business as it is now being conducted, and is duly licensed or qualified to do business in each jurisdiction in which the nature of the business conducted by it or the character or location of the properties and assets owned or leased by it makes such licensing or qualification necessary.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organizedincorporated, validly existing and in good standing (with respect to jurisdictions that recognize the concept of good standing) under the laws Laws of the jurisdiction of its organization incorporation and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties and assets and to carry on its business as it is now being conducted.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the its respective jurisdiction of its organization incorporation and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted.

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization incorporation. Parent and has the Merger Sub each have all requisite corporate power and authority and possesses all Permits necessary governmental approvals to enable it to own, lease and operate or otherwise hold its properties and assets and to carry on conduct its businesses as presently conducted. Parent and each of its Subsidiaries is duly qualified or licensed to do business in each jurisdiction where the nature of its business as it is now being conducted.or the ownership or leasing of its properties makes such qualification necessary. As used in this Agreement,

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization incorporation. Parent and has the Merger Sub each have all requisite corporate power and authority and possesses all Permits necessary governmental approvals to enable it to own, lease and operate or otherwise hold its properties and assets and to carry on conduct its businesses as presently conducted. Parent and each of its Subsidiaries is duly qualified or licensed to do business in each jurisdiction where the nature of its business as it is now being conducted.or the ownership or leasing of its properties makes such qualification necessary. As used in this Agreement, the term “

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation, in each case, company duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its incorporation or organization and has the requisite corporate or limited liability power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted, except where the failure to have such power, authority and governmental approvals would not result in a Parent Material Adverse Effect.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its organization and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties 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 or authority would not, individually or in the aggregate, prevent or materially delay consummation of the Merger or otherwise prevent or materially delay either Parent or Merger Sub from performing its obligations under this Agreement.

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation, in each case, duly organizedincorporated, validly existing and in good standing under the laws of the its jurisdiction of its organization incorporation and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conductedconducted except where the failure to have such power, authority and governmental approvals would not individually or in the aggregate have a Parent Material Adverse Effect.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and and, to the extent applicable, in good standing or equivalent status under the laws of the jurisdiction of its organization and has the requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conductedincorporation.

Corporate Organization. (a) Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its incorporation or organization and has the all requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business businesses as it is now being conducted and proposed by Parent to be conducted, except where the failure to be duly organized, existing and in good standing or to have such power and authority would not, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse Effect.

Corporate Organization. (a) Each of Parent Parent, Buyer and Merger Sub is a corporation, in each case, corporation duly organized, validly existing existing, and in good standing under the laws of the jurisdiction of its organization incorporation and has the all requisite corporate power and authority and all necessary governmental approvals to own, lease lease, and operate its properties and to carry on its business as it is now being conducted, except for such failures that, individually or in the aggregate, except for such failures that, individually or in the aggregate, would not be reasonably likely to materially impair the ability of Buyer to consummate the transactions contemplated by this Agreement.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its organization incorporation and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted. Parent and Merger Sub have heretofore made available to the Company complete and correct copies of their respective Certificates of Incorporation, By-laws or equivalent organizational documents, and each such instrument is in full force and effect.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organizedincorporated, validly existing and in good standing under the laws Laws of the jurisdiction state of its organization incorporation and has the requisite corporate power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws of the its jurisdiction of its organization and has the requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conductedincorporation.

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

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

Corporate Organization. (a) Each of Parent and each Merger Sub is a corporation, in each case, company duly organized, validly existing and in good standing under the laws Laws of the jurisdiction of its incorporation or organization and has the requisite corporate, limited liability or similar power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted.

Corporate Organization. Each of Parent and Merger Sub is a corporation, in each case, corporation duly organized, validly existing and in good standing under the laws Laws of the its jurisdiction of its organization and has the requisite power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conductedincorporation.

Corporate Organization. Each of Parent Parent, Intermediate Sub and Merger Sub is a corporation, in each case, an entity duly organized, validly existing and in good standing under the laws Laws of the jurisdiction state of its organization and has the requisite limited liability company or corporate power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted.