Due Organization and Qualification; Subsidiaries; Due Authorization. (a) Acquisition and each subsidiary of Acquisition is an entity duly organized, validly existing and in good standing under the laws of its jurisdiction of formation, with full power and authority to own, lease and operate its business and properties and to carry on its business in the places and in the manner as presently conducted or proposed to be conducted. Acquisition and each subsidiary of Acquisition 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 Acquisition taken as a whole. 6
Appears in 3 contracts
Samples: Share Exchange Agreement (Online Vacation Center Holdings Corp), Share Exchange Agreement (Cataldo William A), Share Exchange Agreement (Alec Bradley Cigar Corp/Fl)
Due Organization and Qualification; Subsidiaries; Due Authorization. (a) Acquisition and each subsidiary of Acquisition is an entity duly organized, validly existing and in good standing under the laws of its jurisdiction of formation, with full power and authority to own, lease and operate its business and properties and to carry on its business in the places and in the manner as presently conducted or proposed to be conducted. Acquisition and each subsidiary of has no subsidiaries. Acquisition 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 Acquisition taken as a whole. 6.
Appears in 1 contract
Samples: Share Exchange Agreement (Global Entertainment Holdings/Equities Inc)