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

Organization of Parent and Merger Sub. Parent and Merger Sub are corporations duly organized, validly existing and in good standing under the laws of the State of Delaware, with full corporate power and authority to own and lease their respective properties and assets and conduct their respective businesses as presently being conducted. Merger Sub was formed solely for the purposes contemplated by this Agreement and has no operations or liabilities (other than liabilities in connection with the transaction contemplated hereby).

Organization of Parent and Merger Sub. Parent and Merger Sub are each corporations duly organized, validly existing existing, and in good standing under the laws of the State of Delaware, with full . Each of Parent and Merger Sub has all requisite corporate power to own, lease, and authority to own and lease their respective operate its properties and assets to carry on its business as now being conducted and conduct their respective businesses 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 and Merger Sub, taken as presently being conducted. Merger Sub was formed solely for the purposes contemplated by this Agreement and has no operations or liabilities (other than liabilities in connection with the transaction contemplated hereby)a whole.

Organization of Parent and Merger Sub. Parent and Merger Sub are corporations duly organized, validly existing and in good standing under the laws of the State of Delaware, with full corporate power and authority to own and lease their respective properties and assets and conduct their respective businesses as presently being conducted. Merger Sub was formed solely for the purposes contemplated by this Agreement and has no operations or liabilities (other than liabilities in connection with the transaction contemplated hereby).

Organization of Parent and Merger Sub. Each of Parent and Merger Sub are corporations is a corporation duly organized, validly existing and in good standing under the laws of the State state of Delaware, Delaware with full requisite corporate power and authority to own enter into and perform this Agreement, to own, lease their respective and operate its properties and assets to carry on its business as now being conducted therein, and conduct their respective businesses is duly qualified to do business as presently being conducted. Merger Sub was formed solely for a foreign corporation in each jurisdiction in which the purposes contemplated by this Agreement failure to be so qualified would not prohibit or materially and has no operations adversely restrict or liabilities (other than liabilities in connection with delay the transaction consummation of the transactions contemplated hereby).

Organization of Parent and Merger Sub. Each of Parent and Merger Sub are corporations is a corporation duly organizedincorporated, validly existing and in good standing under the laws of the State of Delaware, with full . Each of Parent and Merger Sub has the requisite corporate power and authority to own carry on the businesses in which it is engaged. Each of Parent and lease their respective properties and assets and conduct their respective businesses as presently being conducted. Merger Sub was formed solely for is duly qualified to transact business and is in good standing in each jurisdiction in which the purposes contemplated by this Agreement conduct of its business requires such qualification, except to the extent that the failure to be so qualified would not have a Material Adverse Effect on Parent and has no operations or liabilities (other than liabilities in connection with the transaction contemplated hereby)its Subsidiaries taken as a whole.

Organization of Parent and Merger Sub. Each of Parent and Merger Sub are corporations is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, with Delaware and has full corporate power and authority to own or lease and lease their respective to operate and use its assets and properties and assets and conduct their respective businesses to carry on its business as presently being now conducted. Neither Parent nor Merger Sub was formed solely for is in violation of its certificate of incorporation or its by-laws. Parent owns all of the purposes contemplated by this Agreement issued and has no operations or liabilities (other than liabilities in connection with the transaction contemplated hereby)outstanding capital stock of Merger Sub.

Organization of Parent and Merger Sub. Parent is a corporation duly organized, validly existing and in good standing under the laws of Canada, and Merger Sub are corporations is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, with . Each of Parent and Merger Sub have full corporate power and authority to own and lease their respective properties and assets and conduct their respective businesses as presently being conducted. Merger Sub was formed solely for the purposes contemplated by this Agreement and has no operations or liabilities (other than liabilities in connection with the transaction contemplated hereby).

Organization of Parent and Merger Sub. Parent and Merger Sub are corporations is a corporation duly organized, validly existing existing, and in good standing under the laws of the State of Delaware, with full corporate power and authority to own and lease their respective properties and assets and conduct their respective businesses as presently being conducted. Merger Sub was formed solely for is a corporation duly organized, validly existing, and in good standing under the purposes contemplated by this Agreement and has no operations or liabilities (other than liabilities in connection with laws of the transaction contemplated hereby).State of Delaware. Each of Parent