Common use of Organization; Good Standing; Qualification and Power Clause in Contracts

Organization; Good Standing; Qualification and Power. The ---------------------------------------------------- VERITAS Subsidiaries are all of the subsidiaries of VERITAS or any of its direct or indirect subsidiaries. VERITAS and each of the VERITAS Subsidiaries is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation, has all requisite corporate power and authority to own, lease and operate the VERITAS Assets and for the Conduct of the VERITAS Business as now being conducted, and is duly qualified and in good standing to do business in each jurisdiction in which the nature of its business or the ownership or leasing of its properties makes such qualification necessary, other than in such jurisdictions where the failure so to qualify would not have a Material Adverse Effect on VERITAS. VERITAS has delivered to SSI or its counsel complete and correct copies of the Certificate of Incorporation and Bylaws of VERITAS and will deliver to SSI or its counsel prior to the Effective Time the equivalent charter documents of each VERITAS Subsidiary, in each case as amended to the date of this Agreement. Except for the VERITAS Subsidiaries, none of VERITAS nor any of the VERITAS Subsidiaries owns, directly or indirectly, any capital stock or other equity interest of any corporation or has any direct or indirect equity or ownership interest in any other business, whether organized as a corporation, partnership, joint venture or otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Seagate Technology Inc), Agreement and Plan of Reorganization (Seagate Software Inc)

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Organization; Good Standing; Qualification and Power. The ---------------------------------------------------- VERITAS Subsidiaries are all of the subsidiaries of VERITAS or any of its direct or indirect subsidiaries. VERITAS and each of the VERITAS Subsidiaries is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation, has all requisite corporate power and authority to own, lease and operate any and all of the VERITAS Assets held by such company and for the Conduct of the VERITAS Business as now being conducted, and is duly qualified and in good standing to do business in each jurisdiction in which the nature of its business or the ownership or leasing of its properties makes such qualification necessary, other than in such jurisdictions where the failure so to qualify would not have a Material Adverse Effect on VERITAS. VERITAS has delivered to SSI or its counsel complete and correct copies of the Certificate of Incorporation and Bylaws of VERITAS as amended prior to September 30, 1998 and will deliver to SSI or its counsel prior to the Effective Time the equivalent charter documents of VERITAS and each VERITAS Subsidiary, in each case of its Subsidiaries as amended to the date of this AgreementClosing. Except for the VERITAS Subsidiaries, none of neither VERITAS nor any of the VERITAS Subsidiaries owns, directly or indirectly, any capital stock or other equity interest of any corporation or has any direct or indirect equity or ownership interest in any other business, whether organized as a corporation, partnership, joint venture or otherwise.. 3.2

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Seagate Software Inc), Agreement and Plan of Reorganization (Seagate Software Inc)

Organization; Good Standing; Qualification and Power. The VERITAS ---------------------------------------------------- VERITAS Subsidiaries are all of the subsidiaries of VERITAS or any of its direct or indirect subsidiaries. VERITAS and each of the VERITAS Subsidiaries is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation, has all requisite corporate power and authority to own, lease and operate any and all of the VERITAS Assets held by such company and for the Conduct of the VERITAS Business as now being conducted, and is duly qualified and in good standing to do business in each jurisdiction in which the nature of its business or the ownership or leasing of its properties makes such qualification necessary, other than in such jurisdictions where the failure so to qualify would not have a Material Adverse Effect on VERITAS. VERITAS has delivered to SSI or its counsel complete and correct copies of the Certificate of Incorporation and Bylaws of VERITAS as amended prior to September 30, 1998 and will deliver to SSI or its counsel prior to the Effective Time the equivalent charter documents of VERITAS and each VERITAS Subsidiary, in each case of its Subsidiaries as amended to the date of this AgreementClosing. Except for the VERITAS Subsidiaries, none of neither VERITAS nor any of the VERITAS Subsidiaries owns, directly or indirectly, any capital stock or other equity interest of any corporation or has any direct or indirect equity or ownership interest in any other business, whether organized as a corporation, partnership, joint venture or otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Seagate Technology Inc), Agreement and Plan of Reorganization (Seagate Technology Inc)

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Organization; Good Standing; Qualification and Power. The ---------------------------------------------------- VERITAS Subsidiaries are all of the subsidiaries of VERITAS or any of its direct or indirect subsidiaries. VERITAS and each of the VERITAS Subsidiaries is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation, has all requisite corporate power and authority to own, lease and operate the VERITAS Assets and for the Conduct of the VERITAS Business as now being conducted, and is duly qualified and in good standing to do business in each jurisdiction in which the nature of its business or the ownership or leasing of its properties makes such qualification necessary, other than in such jurisdictions where the failure so to qualify would not have a Material Adverse Effect on VERITAS. VERITAS has delivered to SSI or its counsel complete and correct copies of the Certificate of Incorporation and Bylaws of VERITAS and will deliver to SSI or its counsel prior to the Effective Time the equivalent charter documents of each VERITAS Subsidiary, in each case as amended to the date of this Agreement. Except for the VERITAS Subsidiaries, none of VERITAS nor any of the VERITAS Subsidiaries owns, directly or indirectly, any capital stock or other equity interest of any corporation or has any direct or indirect equity or ownership interest in any other business, whether organized as a corporation, partnership, joint venture or otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Veritas Software Corp)

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