Due Organization; Subsidiaries. (a) Each of the Company and its Subsidiaries is a corporation or other legal entity duly incorporated or otherwise organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has all necessary power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; (ii) to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; and (iii) to perform its obligations under all Contracts by which it is bound.
Appears in 5 contracts
Samples: Agreement and Plan of Merger and Reorganization (DelMar Pharmaceuticals, Inc.), Agreement and Plan of Merger (Versartis, Inc.), Agreement and Plan of Merger and Reorganization
Due Organization; Subsidiaries. (a) Each of the The Company and its Subsidiaries is a corporation or other legal entity duly incorporated or otherwise organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has all necessary power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; , (ii) to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; used and (iii) to perform its obligations under all Contracts by which it is bound.
Appears in 4 contracts
Samples: Acquisition Agreement (MingZhu Logistics Holdings LTD), Agreement and Plan of Merger and Reorganization (ARCA Biopharma, Inc.), Agreement and Plan of Merger (Magenta Therapeutics, Inc.)
Due Organization; Subsidiaries. (a) Each of the Company and its Subsidiaries is a corporation or other legal entity duly incorporated or otherwise organized, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has all necessary power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; , (ii) to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; used and (iii) to perform its obligations under all Contracts by which it is bound.
Appears in 4 contracts
Samples: Support Agreement (Talaris Therapeutics, Inc.), Support Agreement (Vascular Biogenics Ltd.), Agreement and Plan of Merger and Reorganization (Gemini Therapeutics, Inc. /DE)
Due Organization; Subsidiaries. (a) Each of the The Company and each of its Subsidiaries is a corporation or other legal entity duly incorporated or otherwise organized, validly existing and in good standing under the Laws laws of the jurisdiction of its incorporation or organization formation. The Company and each of its Subsidiaries has all necessary power and authority: authority to (i) to conduct its business in the manner in which its business is currently being conducted; , (ii) to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; used and (iii) to perform its obligations under all Contracts by which it is bound.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (SRS Labs Inc), Agreement and Plan of Merger and Reorganization (Dts, Inc.), Agreement and Plan of Merger and Reorganization (SRS Labs Inc)
Due Organization; Subsidiaries. (a) Each of the Company and its Subsidiaries is a corporation or other legal entity duly incorporated or otherwise organized, validly existing and in good standing under the Laws laws of the jurisdiction of its incorporation or organization and has all necessary power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; (ii) to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; and (iii) to perform its obligations under all Contracts by which it is bound.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Conatus Pharmaceuticals Inc.), Agreement and Plan of Merger and Reorganization (Nivalis Therapeutics, Inc.)
Due Organization; Subsidiaries. (a) Each of the The Company and its Subsidiaries is a corporation or other legal entity duly incorporated or otherwise organized, validly existing and in good standing under the Laws laws of the jurisdiction of its incorporation or organization and has all necessary power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; (ii) to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; and (iii) to perform its obligations under all Contracts by which it is bound.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (OncoMed Pharmaceuticals Inc)
Due Organization; Subsidiaries. (a) Each of the The Company and its Subsidiaries is a corporation or other legal entity duly incorporated or otherwise organizedincorporated, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has all necessary power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; , (ii) to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; used and (iii) to perform its obligations under all Contracts by which it is bound.
Appears in 1 contract
Samples: Agreement and Plan of Merger (First Wave BioPharma, Inc.)
Due Organization; Subsidiaries. (a) Each of the Company and its Subsidiaries the Company Subsidiary is a corporation or other legal entity duly incorporated or otherwise organized, validly existing and in good standing under the Laws laws of the jurisdiction of its incorporation or organization and has all necessary power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; , (ii) to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; used and (iii) to perform its obligations under all Contracts by which it is bound.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Aduro Biotech, Inc.)
Due Organization; Subsidiaries. (a) Each of the Company and its Subsidiaries is a corporation or other legal entity duly incorporated or otherwise organizedformed, validly existing and in good standing under the Laws of the jurisdiction of its incorporation or organization and has all necessary corporate power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; , (ii) to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; used and (iii) to perform its obligations in all material respects under all Contracts by which it is bound. All of the Company’s Subsidiaries are wholly owned by the Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (AVROBIO, Inc.)
Due Organization; Subsidiaries. (a) Each of the The Company and its Subsidiaries is a corporation or other legal entity duly incorporated or otherwise organizedincorporated, validly existing existing, and in good standing under the Laws of the jurisdiction of its incorporation or organization and has all necessary power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; , (ii) to own or lease and use its property and assets in the manner in which its property and assets are currently owned or leased and used; , and (iii) to perform in all material respects its obligations under all Contracts still in effect by which it is bound.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ikena Oncology, Inc.)