Common use of Due Organization and Qualification; Due Authorization Clause in Contracts

Due Organization and Qualification; Due Authorization. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware, with full corporate power and authority to own, lease and operate its respective business and properties and to carry on its business in the places and in the manner as presently conducted or proposed to be conducted. The Company is in good standing as a foreign corporation in each jurisdiction in which the properties owned, leased or operated, or the business conducted, by it requires such qualification except for any such failure, which when taken together with all other failures, is not likely to have a material adverse effect on the business of the Company.

Appears in 18 contracts

Samples: Share Exchange Agreement (CAT9 Group Inc.), Share Exchange Agreement (Feigeda Electronic Technology, Inc.), Share Exchange Agreement (China Century Dragon Media, Inc.)

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Due Organization and Qualification; Due Authorization. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State its jurisdiction of Delawareformation, with full corporate power and authority to own, lease and operate its respective business and properties and to carry on its respective business in the places and in the manner as presently conducted or proposed to be conducted. The Company is in good standing as a foreign corporation in each jurisdiction in which the properties owned, leased or operated, or the business conducted, by it requires such qualification except for any such failure, which when taken together with all other failures, is not likely to have a material adverse effect on the business of the CompanyCompany taken as a whole.

Appears in 6 contracts

Samples: Stock Exchange Agreement (Jure Holdings Inc), Shareholders Agreement (Bullet Environmental Technologies Inc), Share Exchange Agreement (Online Vacation Center Holdings Corp)

Due Organization and Qualification; Due Authorization. (ai) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of DelawareNevada, with full corporate power and authority to own, lease and operate its respective business and properties and to carry on its business in the places and in the manner as presently conducted or proposed to be conducted. The Company is in good standing as a foreign corporation in each jurisdiction in which the properties owned, leased or operated, or the business conducted, by which it requires such qualification except for any such failure, which when taken together with all other failures, is not likely to have a material adverse effect on the business of the Company.

Appears in 4 contracts

Samples: Share Transaction Purchase Agreement (Swav Enterprises Ltd.), Share Transaction Purchase Agreement (Next 1 Interactive, Inc.), Share Transaction Purchase Agreement (Next 1 Interactive, Inc.)

Due Organization and Qualification; Due Authorization. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of DelawareNevada, with full corporate power and authority to own, lease and operate its respective business and properties and to carry on its business in the places and in the manner as presently conducted or proposed to be conducted. The Company is in good standing as a foreign corporation in each jurisdiction in which the properties owned, leased or operated, or the business conducted, by it requires such qualification except for any such failure, which when taken together with all other failures, is not likely to have a material adverse effect on the business of the Company.

Appears in 3 contracts

Samples: Unit Purchase and Exchange Agreement (310 Holdings, Inc.), Share Exchange Agreement (JMG Exploration, Inc.), Share Exchange Agreement (Genesis Holdings, Inc.)

Due Organization and Qualification; Due Authorization. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of DelawareNevada, with full corporate power and authority to own, lease and operate its respective business and properties and to carry on its business in the places and in the manner as presently conducted or proposed to be conducted. The Company is in good standing as a foreign corporation in each jurisdiction in which the properties owned, leased or operated, or the business conducted, by it requires such qualification except for any such failure, which when taken together with all other failures, is not likely to have a material adverse effect on the business of the Company.

Appears in 3 contracts

Samples: Share Exchange Agreement, Share Exchange Agreement (PetLife Pharmaceuticals, Inc.), Share Exchange Agreement (Eco Ventures Group, Inc.)

Due Organization and Qualification; Due Authorization. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State state of DelawareNevada, with full corporate power and authority to own, lease and operate its respective business and properties and to carry on its business in the places and in the manner as presently conducted or proposed to be conducted. The Company is in good standing as a foreign corporation in each jurisdiction in which the properties owned, leased or operated, or the business conducted, by it requires such qualification except for any such failure, which when taken together with all other failures, is not likely to have a material adverse effect on the business of the Company.

Appears in 2 contracts

Samples: Share Exchange Agreement (Cinnabar Ventures Inc), Share Exchange Agreement (Cinnabar Ventures Inc)

Due Organization and Qualification; Due Authorization. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware, Delaware with full corporate power and authority to own, lease and operate its respective business and properties and to carry on its business in the places and in the manner as presently conducted or proposed to be conducted. The Company is in good standing as a foreign corporation in each jurisdiction in which the properties owned, leased or operated, or the business conducted, by it requires such qualification except for any such failure, which when taken together with all other failures, is not likely to have a material adverse effect on the business of the Company.

Appears in 2 contracts

Samples: Membership Interest Exchange and Contribution Agreement (Premier Holding Corp.), Membership Interest Exchange and Contribution Agreement (Premier Holding Corp.)

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Due Organization and Qualification; Due Authorization. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware, with full corporate power and authority to own, lease and operate its respective business and properties and to carry on its business in the places and in the manner as presently conducted or proposed to be conducted. The Company is in good standing as a foreign corporation in each jurisdiction in which the properties owned, leased or operated, or the business conducted, by it requires such qualification except for any such failure, which when taken together with all other failures, is not likely to have a material adverse effect on the business of the Company.

Appears in 2 contracts

Samples: Share Exchange Agreement (Alas Aviation Corp.), Share Exchange Agreement (AOTS 30, Inc.)

Due Organization and Qualification; Due Authorization. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of DelawareNevada, with full corporate power and authority to own, lease and operate its respective business and properties and to carry on its respective business in the places and in the manner as presently conducted or proposed to be conducted. The Company is in good standing as a foreign corporation in each jurisdiction in which the properties owned, leased or operated, or the business conducted, by it requires such qualification except for any such failure, which when taken together with all other failures, is not likely to have a material adverse effect on the business of the CompanyCompany taken as a whole.

Appears in 1 contract

Samples: Share Exchange Agreement (Maximum Awards Inc)

Due Organization and Qualification; Due Authorization. (a) The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware, with full corporate power and authority to own, lease and operate its respective business and properties and to carry on its business in the places and in the manner as presently conducted or proposed to be conducted. , The Company is in good standing as a foreign corporation in each jurisdiction in which the properties owned, leased or operated, or the business conducted, by it requires such qualification except for any such failure, which when taken together with all other failures, is not likely to have a material adverse effect on the business of the Company.

Appears in 1 contract

Samples: Share Exchange Agreement (Vorsatech Ventures, Inc.)

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