Common use of Company Organization Clause in Contracts

Company Organization. The Company has been duly formed or organized and is validly existing under the Laws of its jurisdiction of incorporation or organization, and has the requisite company or corporate power, as applicable, and authority to own, lease or operate all of its properties and assets and to conduct its business as it is now being conducted. The Governing Documents of the Company, as amended to the date of this Agreement and as previously made available by or on behalf of the Company to Acquiror, are true, correct and complete and the Company has complied with Governing Documents of the Company in all material respects. The Company is duly licensed or qualified and in good standing as a foreign or extra-provincial corporation (or other entity, if applicable) in each jurisdiction in which its ownership of property or the character of its activities is such as to require it to be so licensed or qualified or in good standing, as applicable, except where the failure to be so licensed or qualified or in good standing would not be material to the business of the Company and its Subsidiaries, taken as a whole.

Appears in 3 contracts

Samples: Business Combination Agreement (DUET Acquisition Corp.), Business Combination Agreement (Aura Fat Projects Acquisition Corp), Business Combination Agreement (Fat Projects Acquisition Corp)

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Company Organization. The Company has been duly formed or organized and is validly existing under the Laws of its jurisdiction of incorporation or organizationMaryland, and has the requisite company or corporate power, as applicable, power and authority to own, lease or operate all of its properties and assets and to conduct its business as it is now being conducted, except where the failure to possess such power and authority would not reasonably be expected to result in material liability to the Company or otherwise materially interfere with the conduct of such business. The Governing Documents of the Company, as amended on or prior to the date of this Agreement and as previously made available by or on behalf of the Company to Acquiror, are true, correct and complete and the Company has complied with Governing Documents of the Company in all material respectscomplete. The Company is duly licensed or qualified and in good standing as a foreign or extra-provincial corporation (or other entity, if applicable) in each jurisdiction in which its ownership of property or the character of its activities is such as to require it to be so licensed or qualified or in good standing, as applicable, except where the failure to be so licensed or qualified or in good standing would not be material expected to have, individually or in the business of the aggregate, a Company and its Subsidiaries, taken as a wholeMaterial Adverse Effect.

Appears in 2 contracts

Samples: Merger Agreement (Fifth Wall Acquisition Corp. III), Merger Agreement (Mobile Infrastructure Corp)

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Company Organization. The Company Each of the Companies has been duly formed or organized and is validly existing under the Laws of its jurisdiction of incorporation or organization, and each has the requisite company or corporate power, as applicable, and authority to own, lease or operate all of its properties and assets and to conduct its business as it is now being conducted. The Governing Documents of the CompanyCompanies, in each case, as amended to the date of this Agreement and as previously made available by or on behalf of the Company Companies to Acquiror, are true, correct and complete and the Company has complied with Governing Documents complete. Each of the Company in all material respects. The Company Companies is duly licensed or qualified and in good standing as a foreign or extra-provincial corporation (or other entity, if applicable) in each jurisdiction in which its ownership of property or the character of its activities is such as to require it to be so licensed or qualified or in good standing, as applicable, except where the failure to be so licensed or qualified or in good standing would not be material to the business of the Company Companies and its their Subsidiaries, taken as a whole.

Appears in 1 contract

Samples: Merger Agreement (Social Capital Hedosophia Holdings Corp.)

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