Common use of Incorporation and Good Standing of the Company and its Significant Subsidiaries Clause in Contracts

Incorporation and Good Standing of the Company and its Significant Subsidiaries. The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware and has corporate power and authority to own or lease, as the case may be, and operate its properties and to conduct its business as described in the Registration Statement, the Disclosure Package and the Prospectus and to enter into and perform its obligations under this Agreement. The Company is duly qualified as a foreign corporation to transact business and is in good standing in each jurisdiction in which such qualification is required, whether by reason of the ownership or leasing of property or the conduct of business, except for such jurisdictions where the failure to so qualify or to be in good standing would not, individually or in the aggregate, have a material adverse effect on the condition, financial or otherwise, earnings, management, business, properties, results of operations or prospects of the Company and its subsidiaries, considered as one entity (a “Material Adverse Effect”). Canada Distribution Holdings Limited Partnership, a Canadian limited partnership, McKesson International Bermuda IP2A Limited, a Bermuda limited company, McKesson International Bermuda IP3A Limited, a Bermuda limited company, McKesson International Holdings Unlimited Company, an Irish unlimited company, McKesson Medical-Surgical Holdings, Inc., a Delaware corporation, McKesson Medical-Surgical, Inc., a Delaware corporation, McKesson Medical-Surgical Top Holdings, Inc., a Florida corporation, McKesson Specialty Care Distribution LLC, a Delaware limited liability company, McKesson UK Finance I Limited, a United Kingdom corporation, McKesson US Finance Corporation, a Delaware corporation, US Oncology Holdings, Inc., a Delaware corporation, and US Oncology, Inc., a Delaware corporation, are the Company’s only significant subsidiaries as of December 31, 2022, as defined by Rule 1-02(w) of Regulation S-X under the Securities Act (the “Significant Subsidiaries”), and each such Significant Subsidiary has been duly incorporated and is validly existing as a corporation under the laws of the jurisdiction of its incorporation and has the corporate power and authority to own its property and to conduct its business as presently conducted.

Incorporation and Good Standing of the Company and its Significant Subsidiaries. The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware and has corporate power and authority to own or lease, as the case may be, and operate its properties and to conduct its business as described in the Registration Statement, the Disclosure Package and the Prospectus and to enter into and perform its obligations under this Agreement. The Company is duly qualified as a foreign corporation to transact business and is in good standing in each jurisdiction in which such qualification is required, whether by reason of the ownership or leasing of property or the conduct of business, except for such jurisdictions where the failure to so qualify or to be in good standing would not, individually or in the aggregate, have a material adverse effect on the condition, financial or otherwise, earnings, management, business, properties, results of operations or prospects of the Company and its subsidiaries, considered as one entity (a “Material Adverse Effect”). Canada Distribution Holdings Limited Partnership, a Canadian limited partnership, McKesson International Bermuda IP2A Limited, a Bermuda limited company, McKesson International Bermuda IP3A Limited, a Bermuda limited company, McKesson International Holdings Unlimited Company, an Irish unlimited company, McKesson Medical-Surgical Holdings, Inc.US Finance Corporation, a Delaware corporation, McKesson Medical-Surgical, Inc.International Financial Holdings (Barbados) SRL, a Delaware Barbados corporation, McKesson Medical-Surgical Top Holdings, Inc., a Florida corporation, McKesson Specialty Care Distribution LLC, a Delaware limited liability company, McKesson UK Finance I Limited, a United Kingdom corporation, McKesson US UK Finance CorporationII Limited, a United Kingdom corporation, McKesson Strategic Services Limited, a United Kingdom corporation, ClarusONE Sourcing Services LLP, a United Kingdom corporation, McKesson Global Procurement & Sourcing Limited, a United Kingdom corporation, McKesson Specialty Care Distribution LLC, a Delaware corporation, US Oncology HoldingsXxXxxxxx Xxxxxxxxxxxxx Xxxxxxx XX0X Limited, a Bermuda corporation, McKesson Europe Holdings GmbH & Co. KGaA (formerly known as Celesio Holdings Deutschland GmbH & Co. KGaA), a German corporation, McKesson Sourcing Services Inc., a Delaware corporation, McKesson Medical-Surgical Inc., a Delaware corporation, McKesson Medical-Surgical Supply Chain Services LLC, a Florida corporation, and US Oncology, PF2 McKesson Technologies Inc., a Delaware corporation, are the Company’s only significant subsidiaries as of December March 31, 20222018, as defined by Rule 1-02(w) of Regulation S-X under the Securities Act (the “Significant Subsidiaries”), and each such Significant Subsidiary has been duly incorporated and is validly existing as a corporation under the laws of the jurisdiction of its incorporation and has the corporate power and authority to own its property and to conduct its business as presently conducted.

Incorporation and Good Standing of the Company and its Significant Subsidiaries. The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware and has corporate power and authority to own or lease, as the case may be, and operate its properties and to conduct its business as described in the Registration Statement, the Disclosure Package and the Prospectus and to enter into and perform its obligations under this Agreement. The Company is duly qualified as a foreign corporation to transact business and is in good standing in each jurisdiction in which such qualification is required, whether by reason of the ownership or leasing of property or the conduct of business, except for such jurisdictions where the failure to so qualify or to be in good standing would not, individually or in the aggregate, have a material adverse effect on the condition, financial or otherwise, earnings, management, business, properties, results of operations or prospects of the Company and its subsidiaries, considered as one entity (a “Material Adverse Effect”). Canada Distribution Holdings Limited PartnershipMcKesson Europe AG, a Canadian German public limited partnershipcompany, McKesson International Medical-Surgical Inc., a Virginia corporation, McKesson Europe Holdings GmbH & Co. KGaA, a German partnership limited by shares, McKesson Global Procurement & Sourcing Limited, a United Kingdom corporation, XxXxxxxx Xxxxxxxxxxxxx Xxxxxxx XX0X Limited, a Bermuda IP2A limited company, XxXxxxxx Xxxxxxxxxxxxx Xxxxxxx XX0X Limited, a Bermuda limited company, McKesson International Bermuda IP3A Limited, a Bermuda limited company, McKesson International Holdings Unlimited Company, an Irish unlimited company, McKesson Medical-Surgical Holdings, Inc., a Delaware corporation, McKesson Medical-Surgical, Inc., a Delaware corporation, McKesson Medical-Surgical Top Holdings, Inc., a Florida corporation, McKesson Specialty Care Distribution LLC, a Delaware limited liability company, McKesson UK Finance I Limited, a United Kingdom corporation, McKesson US Finance Corporation, a Delaware corporation, McKesson Plasma and Biologies LLC, a Tennessee limited liability company, US Oncology Holdings, Inc., a Delaware corporation, and US Oncology, Inc., a Delaware corporation, are the Company’s only significant subsidiaries as of December 31June 30, 20222021, as defined by Rule 1-02(w) of Regulation S-X under the Securities Act (the “Significant Subsidiaries”), and each such Significant Subsidiary has been duly incorporated and is validly existing as a corporation under the laws of the jurisdiction of its incorporation and has the corporate power and authority to own its property and to conduct its business as presently conducted.

Incorporation and Good Standing of the Company and its Significant Subsidiaries. The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware and has corporate power and authority to own or lease, as the case may be, and operate its properties and to conduct its business as described in the Registration Statement, the Disclosure Package and the Prospectus and to enter into and perform its obligations under this Agreement. The Company is duly qualified as a foreign corporation to transact business and is in good standing in each jurisdiction in which such qualification is required, whether by reason of the ownership or leasing of property or the conduct of business, except for such jurisdictions where the failure to so qualify or to be in good standing would not, individually or in the aggregate, have a material adverse effect on the condition, financial or otherwise, earnings, management, business, properties, results of operations or prospects of the Company and its subsidiaries, considered as one entity (a “Material Adverse Effect”). Canada Distribution Holdings Limited PartnershipClarusONE Sourcing Services LLP, a Canadian limited partnershipUnited Kingdom corporation, McKesson International Bermuda IP2A LimitedEurope AG, a Bermuda German public limited company, McKesson International Bermuda IP3A Limited, a Bermuda limited company, McKesson International Holdings Unlimited Company, an Irish unlimited company, McKesson Medical-Surgical Holdings, Inc., a Delaware corporation, McKesson Medical-Surgical, Sourcing Services Inc., a Delaware corporation, McKesson Medical-Surgical Top Holdings, Inc., a Florida corporation, McKesson Specialty Care Distribution LLC, a Delaware limited liability company, McKesson Strategic Services Limited, a United Kingdom corporation, McKesson UK Finance I Limited, a United Kingdom corporation, McKesson US Finance Corporation, a Delaware corporation, US Oncology HoldingsNorthstar Healthcare Holdings Unlimited Company, Inc., a Delaware an Ireland corporation, and US Oncology, Inc.Cypress Medical Products LLC, a Delaware corporation, are the Company’s only significant subsidiaries as of December 31September 30, 20222020, as defined by Rule 1-02(w) of Regulation S-X under the Securities Act (the “Significant Subsidiaries”), and each such Significant Subsidiary has been duly incorporated and is validly existing as a corporation under the laws of the jurisdiction of its incorporation and has the corporate power and authority to own its property and to conduct its business as presently conducted.