Corporate Organization and Qualification. Each of Parent and Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Each of Parent and Buyer 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: Asset Purchase Agreement (Perficient Inc), Asset Purchase Agreement (Perficient Inc)
Corporate Organization and Qualification. Each of Parent and Buyer Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Each of Parent and Buyer has Purchaser is qualified and in good standing as a foreign corporation in each jurisdiction where the requisite corporate power and authority properties owned, leased or operated, or the business conducted, by it require such qualification, except where the failure to own so qualify or lease all of its properties and assets and to carry on its business be in good standing would not have a Parent Material Adverse Effect (as it is now being conducteddefined in Section 8.10).
Appears in 2 contracts
Samples: Merger Agreement (Wolters Kluwer Us Corp), Merger Agreement (Wolters Kluwer Us Corp)
Corporate Organization and Qualification. Each of Parent and Buyer Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Each of Parent and Buyer has Purchaser is qualified and in good standing as a foreign corporation in each jurisdiction where the requisite corporate power and authority properties owned, leased or operated, or the business conducted, by it require such qualification, except where the failure to own so qualify or lease all of its properties and assets and to carry on its business as it is now being conductedbe in good standing would not have a Parent Material Adverse Effect.
Appears in 2 contracts
Samples: Merger Agreement (Ovid Technologies Inc), Merger Agreement (Wolters Kluwer Us Corp)
Corporate Organization and Qualification. Each of Parent and Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Each of Parent and Buyer 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
Corporate Organization and Qualification. Each of Parent and Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware. Each of Parent and Buyer 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