Common use of Organization of Parent and Merger Sub Clause in Contracts

Organization of Parent and Merger Sub. Parent is a corporation duly ------------------------------------- organized, validly existing and in good standing under the laws of the State of Delaware. Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Minnesota. Each of Parent and Merger Sub has the corporate power to own its properties and to carry on its business as now being conducted and is duly qualified to do business and is in good standing in each jurisdiction in which the failure to be so qualified would have a material adverse effect on Parent or Merger Sub or the ability of either to consummate the transactions contemplated hereby.

Organization of Parent and Merger Sub. Parent is a corporation duly ------------------------------------- organized, validly existing and in good standing under the laws of the State of Delaware. Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of MinnesotaCalifornia. Each of Parent and Merger Sub has the corporate power to own its properties and to carry on its business as now being conducted and is duly qualified to do business and is in good standing in each jurisdiction in which the failure to be so qualified would have a material adverse effect on Parent or Merger Sub or the ability of either to consummate the transactions contemplated hereby.

Organization of Parent and Merger Sub. Parent is a corporation duly ------------------------------------- organized, validly existing and in good standing under the laws of the State of Delaware. Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of MinnesotaDelaware. Each of Parent and Merger Sub has the corporate power to own its properties and to carry on its business as now being conducted and is duly qualified to do business and is in good standing in each jurisdiction in which the failure to be so qualified would have a material adverse effect on Parent or Merger Sub or the ability of either to consummate the transactions contemplated hereby.

Organization of Parent and Merger Sub. Parent is a corporation duly ------------------------------------- organized, validly existing and in good standing under the laws of the State of Delaware. , and Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of MinnesotaCalifornia. Each of Parent and Merger Sub has the full corporate power to own its properties and authority to carry on its business as now being conducted and is duly qualified to do business and is in good standing in each jurisdiction in which the failure as currently proposed to be so qualified would have a material adverse effect on Parent or conducted, and to own and use the properties owned and used by it. Since the date of its incorporation, Merger Sub or the ability of either to consummate the transactions has not conducted any business except as otherwise contemplated herebyby this Agreement.

Organization of Parent and Merger Sub. Parent is a corporation duly ------------------------------------- organized, validly existing existing, and in good standing under the laws of the State of Delaware. Merger Sub is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of MinnesotaDelaware. Each of Parent and Merger Sub has the corporate power to own its properties and to carry on its business as now being conducted and is duly qualified to do business and is in good standing in each jurisdiction in which the failure to be so qualified would have a material adverse effect on Parent or Merger Sub or the ability of either Parent and Merger Sub to consummate the transactions contemplated hereby.. 3.2

Organization of Parent and Merger Sub. Parent is a corporation duly ------------------------------------- organized, validly existing and in good standing under the laws of the State of Delaware. Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of MinnesotaDelaware. Each of Parent and Merger Sub has the corporate power to own its properties and to carry on its business as now being conducted and is duly qualified to do business and is in good standing in each jurisdiction in which the failure to be so qualified would have a material adverse effect on Parent or Merger Sub or the ability of either to consummate the transactions contemplated hereby.