Organization and Qualification; Company Subsidiaries. (a) The Company is a corporation duly organized and validly existing under the laws of the State of Delaware and has the requisite corporate power and authority to own, lease and operate all of its properties and assets and to carry on its business as it is now being conducted. The Company is duly qualified or licensed as a foreign corporation to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except where the failure to be so duly qualified or licensed and in good standing, individually or in the aggregate, would not have, or would not be reasonably likely to have, a Material Adverse Effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Vitesse Semiconductor Corp), Agreement and Plan of Merger (Microsemi Corp), Agreement and Plan of Merger (Symmetricom Inc)
Organization and Qualification; Company Subsidiaries. (a) The Company is a corporation duly organized and organized, validly existing and in good standing under the laws Laws of the State of Delaware and has the requisite corporate power and authority to own, lease and operate all of its properties and assets and to carry on its business as it is now being conducted. The Company is duly qualified or licensed as a foreign corporation to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except where the failure to be so duly qualified or licensed and in good standingstanding would not have, individually or in the aggregate, would not have, or would not be reasonably likely to have, a Material Adverse Effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Intel Corp), Agreement and Plan of Merger (McAfee, Inc.)
Organization and Qualification; Company Subsidiaries. (a) The Company is a corporation duly organized and organized, validly existing and in good standing under the laws of the State of Delaware and has the requisite corporate power and authority to own, lease and operate all of its properties and assets and to carry on its business as it is now being conducted. The Company is duly qualified or licensed as a foreign corporation to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except where the failure to be so duly qualified or licensed and in good standing, individually or in the aggregate, would not have, or would not be reasonably likely to have, a Material Adverse Effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Peregrine Semiconductor Corp), Agreement and Plan of Merger (Peregrine Semiconductor Corp)
Organization and Qualification; Company Subsidiaries. (a) The Company is a corporation duly organized and organized, validly existing and in good standing under the laws of the State of Delaware and has the requisite corporate power and authority to own, lease and operate all of its properties and assets and to carry on its business as it is now being conducted. The Company is duly qualified or licensed as a foreign corporation to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except where the failure to be so duly qualified or licensed and in good standing, individually or in the aggregate, would not have, or would not be reasonably likely to have, have a Material Adverse Effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Intel Corp), Agreement and Plan of Merger (Wind River Systems Inc)
Organization and Qualification; Company Subsidiaries. (a) The Company is a corporation duly organized and organized, validly existing and in good standing under the laws of the State of Delaware Nevada and has the requisite corporate power and authority to own, lease and operate all of its properties and assets and to carry on its business as it is now being conducted. The Company is duly qualified or licensed as a foreign corporation to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except where the failure to be so duly qualified or licensed and in good standingstanding would not have, individually or in the aggregate, would not have, or would not be reasonably likely to have, a Material Adverse Effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (WaferGen Bio-Systems, Inc.)
Organization and Qualification; Company Subsidiaries. (a) The Company is a corporation duly organized incorporated and validly existing under the laws Laws of the State of Delaware and has the requisite corporate power and authority to own, lease and or operate all of its properties and assets and to carry on its business as it is now being conducted. The Company is duly qualified or licensed as a foreign corporation to do business, and is in good standing, in each jurisdiction where the character of the properties owned, leased or operated by it or the nature of its business makes such qualification or licensing necessary, except where the failure to be so duly qualified or licensed and in good standing, individually or in the aggregate, would not have, or would not be reasonably likely to have, have a Material Adverse Effect.
Appears in 1 contract
