Common use of Organization of Target Clause in Contracts

Organization of Target. (a) Target and each of its subsidiaries is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation; has the corporate power and authority to own, lease and operate its assets and property and to carry on its business as now being conducted and as proposed to be conducted; and is duly qualified to do business and in good standing as a foreign corporation in each jurisdiction in which the failure to be so qualified would have a Material Adverse Effect (as defined in Section 9.3)

Appears in 2 contracts

Samples: Plan and Agreement of Merger (Equinox Systems Inc), Plan and Agreement of Merger (Avocent Corp)

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Organization of Target. (a) Target and each of its subsidiaries (i) is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporationDelaware; (ii) has the corporate or other power and authority to own, lease and operate its assets and property and to carry on its business as now being conducted and as proposed to be conducted; and (iii), except as would not be material to Target, is duly qualified or licensed to do business and in good standing as a foreign corporation in each jurisdiction in which where the failure to be so qualified would have a Material Adverse Effect (as defined in Section 9.3)character of the properties owned, leased or operated by it or the nature of its activities makes such qualification or licensing necessary.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Petsmart Com Inc)

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Organization of Target. (a) Target and each of its subsidiaries is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation; has the corporate power and authority to own, lease and operate its assets and property and to carry on its business as now being conducted and as proposed to be conducted; and is duly qualified to do business and in good standing as a foreign corporation in each jurisdiction in which the failure to be so qualified would have a Material Adverse Effect (as defined in Section 9.3)) on Target.

Appears in 1 contract

Samples: Plan and Agreement of Merger (Avocent Corp)

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