Corporate Organization of the Company Entities Clause Samples

Corporate Organization of the Company Entities. Each Company Entity has been duly formed, is validly existing and is in good standing under the Laws of the State of Delaware and has the requisite power and authority to own, operate and lease its respective properties, rights and assets and to conduct its respective business as it is now being conducted. The Company has made available to Acquiror true and correct copies of the Organizational Documents of each Company Entity as in effect as of the date hereof. Each Company Entity is duly licensed, registered or qualified and in good standing (or the equivalent thereof) as a foreign entity in each jurisdiction in which the ownership of its respective property or the character of its respective activities is such as to require it to be so licensed, registered or qualified, except where failure to be so licensed, registered or qualified would not reasonably be expected to have a Company Material Adverse Effect. No Company Entity is in material violation of any of the provisions of its Organizational Documents. Schedule III.1(a) sets forth each Subsidiary of the Company.