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

Organization, Standing and Corporate Power. The Company is duly organized, validly existing and in good standing under the Laws of the State of Delaware and has the requisite corporate power and authority and all government licenses, authorizations, Permits, consents and approvals required to own, lease and operate its properties and carry on its business as now being conducted. The Company 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 or leasing of its properties makes such qualification or licensing necessary, other than in such jurisdictions where the failure to be so qualified or licensed (individually or in the aggregate) would not have a Material Adverse Effect.

Appears in 14 contracts

Samples: Agreement and Plan of Merger (Synergy CHC Corp.), Share Exchange Agreement (Madison Technologies Inc.), Share Exchange Agreement (Optimus Healthcare Services, Inc.)

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Organization, Standing and Corporate Power. (a) The Company is a corporation duly organized, validly existing and in good standing under the Laws of the State of Delaware and has the all requisite corporate power and authority and all government licenses, authorizations, Permits, consents and approvals required to own, lease and operate its properties and to carry on its business as now being conducted. The Company is duly qualified or licensed to do business and is in good standing in each jurisdiction in which the nature or conduct of its business or the ownership ownership, leasing or leasing operation of its properties makes such qualification requires it to be so qualified, licensed or licensing necessaryin good standing, other than in except for such jurisdictions where the failure to be so qualified qualified, licensed or licensed (to be in good standing would not, individually or in the aggregate) would not , reasonably be expected to have a Company Material Adverse Effect.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Forestar Group Inc.), Agreement and Plan of Merger (Horton D R Inc /De/), Agreement and Plan of Merger (Forestar Group Inc.)

Organization, Standing and Corporate Power. The Company ReachOut is duly organized, validly existing and in good standing under the Laws of the State of Delaware and has the requisite corporate power and authority and all government licenses, authorizations, Permits, consents and approvals required to own, lease and operate its properties and carry on its business as now being conducted. The Company ReachOut 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 or leasing of its properties makes such qualification or licensing necessary, other than in such jurisdictions where the failure to be so qualified or licensed (individually or in the aggregate) would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Share Exchange Agreement (Yuenglings Ice Cream Corp), Share Exchange Agreement (Yuenglings Ice Cream Corp)

Organization, Standing and Corporate Power. (a) The Company is a corporation duly organized, validly existing and in good standing under the Laws of the State of Delaware and Delaware. The Company has the all requisite corporate power and authority and all government licenses, authorizations, Permits, consents and approvals required necessary to own, lease and operate all of its properties and assets and to carry on its business as it is now being conducted. The Company is duly qualified or licensed to do business and is in good standing in each jurisdiction in which the nature of its the business conducted by it or the ownership character or leasing location of its the properties and assets owned, leased or operated by it makes such qualification or licensing license necessary, other than in such jurisdictions except where the failure to be so licensed, qualified or licensed (in good standing has not had and would not reasonably be expected to have, individually or in the aggregate) would not have , a Non-Hawaii Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Horizon Lines, Inc.), Agreement and Plan of Merger (Matson, Inc.)

Organization, Standing and Corporate Power. (a) The Company is a corporation duly organized, validly existing and in good standing under the Laws of the State of Delaware and has the all requisite corporate power and authority and necessary to own or lease all government licenses, authorizations, Permits, consents and approvals required to own, lease and operate of its properties and assets and to carry on its business as it is now being conducted. The Company is duly licensed or qualified or licensed to do business and is in good standing in each jurisdiction in which the nature of its the business conducted by it or the ownership character or leasing location of its the properties and assets owned or leased by it makes such licensing or qualification or licensing necessary, other than in such jurisdictions except where the failure to be so licensed, qualified or licensed (in good standing has not had and would not reasonably be expected to have, individually or in the aggregate) would not have , a Material Adverse Effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Dell Inc), Agreement and Plan of Merger (Quest Software Inc)

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Organization, Standing and Corporate Power. The Company is duly organized, validly existing and in good standing under the Laws laws of the State of Delaware and has the requisite corporate power and authority and all government licenses, authorizations, Permitspermits, consents and approvals required to own, lease and operate its properties and carry on its business as now being conducted. The Company 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 or leasing of its properties makes such qualification or licensing necessary, other than in such jurisdictions where the failure to be so qualified or licensed (individually or in the aggregate) would not have a Material Adverse Effectmaterial adverse effect (as defined in Section 9.02).

Appears in 1 contract

Samples: Share Exchange Agreement (SeaOspa Inc)

Organization, Standing and Corporate Power. (a) The Company is a corporation duly organized, validly existing and in good standing under the Laws of the State of Delaware and has the all requisite corporate power and authority and necessary to own or lease all government licenses, authorizations, Permits, consents and approvals required to own, lease and operate of its properties and assets and to carry on its business as it is now being conducted. The Company is duly licensed or qualified or licensed to do business and is in good standing in each jurisdiction in which the nature of its the business conducted by it or the ownership character or leasing location of its the properties and assets owned or leased by it makes such licensing or qualification or licensing necessary, other than in such jurisdictions except where the failure to be so licensed, qualified or licensed (in good standing has not had and would not reasonably be expected to have, individually or in the aggregate) would not have , a Material Adverse EffectEffect on the Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Quest Software Inc)

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