Common use of Organization; Authorization Clause in Contracts

Organization; Authorization. Parent is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware. The consummation of the transactions contemplated hereby is within Parent’s corporate powers and has been duly authorized by all necessary corporate actions on the part of Parent. Parent has full power and authority to execute, deliver and perform this Agreement.

Appears in 4 contracts

Samples: Support Agreement (AgeX Therapeutics, Inc.), Support Agreement (Cara Therapeutics, Inc.), Support Agreement (Immunome Inc.)

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Organization; Authorization. Parent is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware. The consummation of the transactions contemplated hereby is within Parent’s corporate powers and has been duly authorized by all necessary corporate actions on the part of Parent. Parent has full power and authority to execute, deliver and perform this Agreement.

Appears in 3 contracts

Samples: Merger Agreement (CalciMedica, Inc. /DE/), Support Agreement (Graybug Vision, Inc.), Support Agreement (Silverback Therapeutics, Inc.)

Organization; Authorization. Parent is a corporation duly incorporatedorganized, validly existing and in good standing under the laws of the State of Delaware, with full power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The consummation of the transactions contemplated hereby is within Parent’s corporate powers and This Agreement has been duly and validly authorized by all necessary corporate actions on the part action and has been duly and validly executed and delivered by Parent and constitutes a legal, valid and binding obligation of Parent. Parent has full power and authority to execute, deliver and perform this Agreementenforceable against it in accordance with its terms.

Appears in 3 contracts

Samples: Contribution Agreement (Ancestry.com Inc.), Contribution Agreement (Ancestry.com Inc.), Contribution Agreement (Ancestry.com Inc.)

Organization; Authorization. Parent is a corporation duly incorporatedorganized, validly existing and in good standing under the laws of the State of Delaware, with full corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. The consummation of the transactions contemplated hereby is within Parent’s corporate powers This Agreement has been duly and validly authorized by all necessary company action and has been duly authorized and validly executed and delivered by all necessary corporate actions on Parent and constitutes the part valid and binding obligation of Parent. Parent has full power and authority to execute, deliver and perform this Agreementenforceable against it in accordance with its terms.

Appears in 3 contracts

Samples: Contribution and Subscription Agreement (Mobileye Global Inc.), Contribution and Subscription Agreement (Mobileye Global Inc.), Contribution and Subscription Agreement (Mobileye Global Inc.)

Organization; Authorization. The Parent is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware. The consummation of the transactions contemplated hereby is within the Parent’s corporate powers and has been duly authorized by all necessary corporate actions on the part of the Parent. The Parent has full power and authority to execute, deliver and perform this Agreement.

Appears in 2 contracts

Samples: Support Agreement (Sunesis Pharmaceuticals Inc), Support Agreement (Tocagen Inc)

Organization; Authorization. Parent is a corporation duly incorporatedorganized, validly existing and in good standing under the laws of the State of Delaware. The consummation of the transactions contemplated hereby is are within Parent’s corporate powers and has have been duly authorized by all necessary corporate actions on the part of Parent. Parent has full power and authority to execute, deliver and perform this Agreement.

Appears in 2 contracts

Samples: Support Agreement (Ixys Corp /De/), Support Agreement (Zilog Inc)

Organization; Authorization. Parent is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware. The consummation of the transactions contemplated hereby is within Parent’s corporate powers and has been duly authorized by all necessary corporate actions on the part of Parent. Parent has full power and authority to execute, deliver and perform this AgreementAgreement and to consummate the transactions contemplated hereby.

Appears in 2 contracts

Samples: Company Voting Agreement (Kubient, Inc.), Company Voting Agreement (Kubient, Inc.)

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Organization; Authorization. Parent is a corporation duly incorporatedincorporated or organized, as applicable, validly existing and in good standing under the laws of the State state of Delaware. The consummation of the transactions contemplated hereby is by this Agreement in accordance with and subject to the terms of the Merger Agreement are within Parent’s corporate powers and has have been duly authorized by all necessary corporate actions on the part of Parent. Parent has full corporate power and authority to execute, deliver and perform this Agreement.

Appears in 2 contracts

Samples: Support Agreement (Regado Biosciences Inc), Support Agreement (Regado Biosciences Inc)

Organization; Authorization. Parent is a corporation duly incorporated, validly existing and in good standing incorporated under the laws Laws of the State of Delaware. The consummation of the transactions contemplated hereby is are within Parent’s corporate powers and has have been duly authorized by all necessary corporate actions on the part of Parent. Parent has full power and authority to execute, deliver and perform this Agreement.

Appears in 1 contract

Samples: Support Agreement (Aduro Biotech, Inc.)

Organization; Authorization. Parent is a Delaware corporation duly incorporatedorganized, validly existing and in good standing under the laws of the State of Delaware. The consummation of the transactions contemplated hereby is within Parent’s corporate powers and has been duly authorized by all necessary corporate actions on the part of Parent. Parent has , with full power and authority to executeexecute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly and validly authorized by all necessary company action and has been duly and validly executed and delivered by Parent and constitutes the valid and binding obligation of Parent, deliver and perform this Agreementenforceable against it in accordance with its terms.

Appears in 1 contract

Samples: Rollover and Contribution Agreement (Musk Elon)

Organization; Authorization. Parent is a corporation duly incorporatedincorporated or organized, as applicable, validly existing and in good standing under the laws of the State of Delaware. The consummation of the transactions contemplated hereby is are within Parent’s corporate powers and has have been duly authorized by all necessary corporate actions on the part of Parent. Parent has full power and authority to execute, deliver and perform this Agreement.

Appears in 1 contract

Samples: Support Agreement (Transcept Pharmaceuticals Inc)

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