Common use of Organization, Standing and Corporate Power Clause in Contracts

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporated.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the its jurisdiction in which it is incorporatedof organization and has all requisite corporate power and authority to carry on its business as presently conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporatedincorporated and has all requisite corporate power and authority to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of its respective state of incorporation and has the jurisdiction in which it is incorporatedrequisite corporate power and authority to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organizedincorporated, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporated.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporatedincorporated and has all requisite corporate power and authority to own, operate and lease its properties and to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of the jurisdiction in which it is incorporatedorganized and has the requisite corporate power and authority to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent ------------------------------------------ and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of the jurisdiction in which it is incorporated.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of the jurisdiction in which it is incorporatedincorporated and has all requisite corporate power and authority to carry on its business as now being conducted. Each of Parent and Merger Sub is duly qualified or licensed to do business and is in good standing in each jurisdiction in which the nature of its business or the ownership, leasing or operation of its properties makes such qualification or licensing necessary, except where the failure to be so qualified would not constitute a Parent Material Adverse Effect.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation or limited liability company, as the case may be, duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporatedincorporated and has all requisite power and authority necessary to own or lease all of its properties and assets and to carry on its business as it is now being conducted and as currently proposed by its management to be conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of the jurisdiction in which it is incorporated.State of

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organizedincorporated, validly existing and in good standing under the Laws of the its jurisdiction in which it is incorporated.of incorporation and has all corporate power and authority required to own, lease and operate its assets and properties and to carry on its business as currently

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing standing, or local law equivalent, under the Laws laws of the jurisdiction in which it is incorporatedorganized and has the requisite corporate power and authority to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent and ------------------------------------------ Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of the jurisdiction in which it is incorporated.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing (to the extent such concept is relevant in such jurisdiction) under the Laws of the jurisdiction in which it is incorporatedof its incorporation, and has the requisite power and authority necessary to own, lease and operate its properties and to carry on its business as currently conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of the jurisdiction in which it is incorporatedincorporated and has the requisite corporate power and authority to carry on its business as now being conducted. Each of Parent and Merger Sub has delivered to Company true, complete and correct copies of its certificate of incorporation and bylaws, in each case, as amended to the date of this Agreement.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporatedformed and has all requisite power and authority to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporatedformed or incorporated and has all requisite corporate power and authority to enter into and perform its obligations under this Agreement.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of the jurisdiction in which it is incorporatedState of California and has the requisite corporate power and authority to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organizedincorporated, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporatedincorporated and has all requisite corporate power and authority necessary to own or lease all of its properties and assets and is duly licensed or qualified to do business and is in good standing (with respect to jurisdictions that recognize the concept of good standing) in each jurisdiction in which the nature of the business conducted by it or the character or location of the properties and assets owned, leased or operated by it makes such licensing or qualification necessary.

Organization, Standing and Corporate Power. Each of Parent and ------------------------------------------ Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of the jurisdiction in which it is incorporatedincorporated and has the requisite corporate power and authority to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of the jurisdiction in which it is incorporatedincorporated and has all requisite corporate power and authority to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the its jurisdiction in which it is incorporatedof organization and has all requisite corporate power and authority to own, lease or otherwise hold its properties and assets and to carry on its business as presently conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation or limited liability company duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporated.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of its respective jurisdiction of incorporation and has the requisite corporate power and authority to carry on its business as now being conducted. Each of Parent and Merger Sub is duly qualified or licensed to do business and is in good standing in each jurisdiction in which it is incorporated.the nature of its business or the ownership, leasing or

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporatedorganized, with the requisite corporate power and authority to conduct its business as it is now being conducted. Merger Sub is wholly-owned by Parent.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws laws of the jurisdiction in which it is incorporated.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporatedorganized and has the requisite corporate power and authority to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporatedincorporated and has all requisite corporate power and authority to own, operate and lease its properties and to carry on its business as now being conducted. Each of Parent and Merger Sub is duly qualified or licensed to do business and is in good standing in each jurisdiction in which the nature of its business or the ownership, leasing or operation of its properties makes such qualification or licensing necessary.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporatedincorporated and has all requisite corporate power and authority and possesses all governmental licenses, permits, authorizations and approvals necessary to enable it to use its corporate or other name and to own, lease or otherwise hold and operate its properties and other assets and to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporatedDGCL.

Organization, Standing and Corporate Power. Each of Acquiror, Parent and Merger Sub is a corporation or other legal entity duly organized, validly existing and in good standing under the Laws laws of the jurisdiction in which it is incorporatedorganized and has the requisite corporate or other power, as the case may be, and authority to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent and Merger Sub is a corporation duly organized, validly existing and in good standing (or equivalent status, to the extent such concept exists) under the Laws of the jurisdiction in which it is incorporatedstate of its incorporation, formation or organization, as the case may be, and has all requisite corporate power and authority to carry on its business as now being conducted.

Organization, Standing and Corporate Power. Each of Parent , Acquiring Corp. and Merger Sub is a corporation duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is incorporated.