Common use of Organization of the Company Group Clause in Contracts

Organization of the Company Group. (a) The Company is a corporation duly organized and validly existing under the laws of the State of Delaware. The Company has all requisite power and authority required to own, lease and license its assets and properties and carry on its business as presently conducted. The Company is duly qualified or licensed to do business as a foreign corporation and is in good standing in each jurisdiction where the character of the assets and properties owned, leased or licensed by it or the nature of its business makes such qualification or license necessary, except where the Company's failure to be so duly qualified, licensed or to be in good standing would not would not be material to the Company. (b) Section 4.1(b) of the Disclosure Schedule sets forth an true , correct and complete list of each Subsidiary of the Company and its entity type and jurisdiction of organization. Each Subsidiary of the Company is duly organized or formed and validly existing and in good standing under the laws of its jurisdiction of organization or formation. Each Subsidiary of the Company has all requisite power and authority required to own, lease and license its assets and properties and carry on its business as presently conducted. Each Subsidiary of the Company is duly qualified or licensed to do business as a foreign corporation and is in good standing in each jurisdiction where the character of the assets and properties owned, leased or licensed by it or the nature of its business makes such qualification or license necessary, except where the failure to be duly qualified, licensed or to be in good standing would not be material to the Company and its Subsidiaries, taken as a whole. (c) Best Doctors, Inc. (Argentina) has engaged in no business activities in the past five (5) years and has no Liabilities or obligations. (d) The Company has made available to Parent accurate and complete copies of the Organizational Documents of each member of the Company Group.

Organization of the Company Group. (a) The Company is a corporation duly organized and validly existing under the laws of the State of Delaware. The Company has all requisite power and authority required to own, lease and license its assets and properties and carry on its business as presently conducted. The Company is duly qualified or licensed to do business as a foreign corporation and is in good standing in each jurisdiction where the character of the assets and properties owned, leased or licensed by it or the nature of its business makes such qualification or license necessary, except where the Company's ’s failure to be so duly qualified, licensed or to be in good standing would not would not be material to the Companyresult in a Company Material Adverse Effect. (b) Section 4.1(b4.1(b)(1) of the Disclosure Schedule sets forth an true a true, correct and complete list of each Subsidiary of the Company and its entity type and jurisdiction of organization. Each Subsidiary of the Company is duly organized or formed and validly existing and in good standing under the laws of its jurisdiction of organization or formation. Each Subsidiary of the Company has all requisite power and authority required to own, lease and license its assets and properties and carry on its business as presently conducted. Each Except as set forth in Section 4.1(b)(2) of the Disclosure Schedule, each Subsidiary of the Company is duly qualified or licensed to do business as a foreign corporation and is in good standing in each jurisdiction where the character of the assets and properties owned, leased or licensed by it or the nature of its business makes such qualification or license necessary, except where the failure to be so duly qualified, licensed or to be in good standing would not be material to the Company and its SubsidiariesGroup, taken as a whole. (c) Best Doctors, Inc. (Argentina) has engaged in no business activities in the past five (5) years and has no Liabilities or obligations. (d) The Company has made available to Parent accurate and complete copies of the Organizational Documents of each member of the Company Group.

Organization of the Company Group. (a) The Company is a corporation duly organized and organized, validly existing and in good standing under the laws of the State of Delaware. The Company has all requisite power and authority required to own, lease and license its assets and properties and carry on its business as presently conducted. The Company is duly qualified or licensed to do business as a foreign corporation and is in good standing in each jurisdiction where the character of the assets and properties owned, leased or licensed by it or the nature of its business makes such qualification or license necessary, except where the Company's ’s failure to be so duly qualified, licensed or to be in good standing would not would not be material to the CompanyCompany and its Subsidiaries, taken as a whole. (b) Section 4.1(b) of the Disclosure Schedule sets forth an true a true, correct and complete list of each Subsidiary of the Company and its entity type and jurisdiction of organization. Each Subsidiary of the Company is duly organized or formed and formed, validly existing and in good standing under the laws of its jurisdiction of organization or formation. Each Subsidiary of the Company has all requisite power and authority required to own, lease and license its assets and properties and carry on its business as presently conducted. Each Subsidiary of the Company is duly qualified or licensed to do business as a foreign corporation and is in good standing in each jurisdiction where the character of the assets and properties owned, leased or licensed by it or the nature of its business makes such qualification or license necessary, except where the failure to be duly qualified, licensed or to be in good standing would not be material to the Company and its Subsidiaries, taken as a whole. (c) Best Doctors, Inc. (Argentina) has engaged in no business activities in the past five (5) years and has no Liabilities or obligations. (d) The Company has made available to Parent accurate and complete copies of the Organizational Documents of each member of the Company Group.