Qualification to do Business. Each of Parent, Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, have a Parent Material Adverse Effect.
Appears in 6 contracts
Samples: Merger Agreement (Zynga Inc), Merger Agreement (Take Two Interactive Software Inc), Merger Agreement
Qualification to do Business. Each of Parent, Parent and Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) entity and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would notnot reasonably be expected to have, individually or in the aggregate, have a Parent Material Adverse Effect.
Appears in 2 contracts
Samples: Merger Agreement, Merger Agreement (Cifc LLC)
Qualification to do Business. Each of Parent, Merger Amalgamation Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, have a Parent Material Adverse Effect.
Appears in 2 contracts
Samples: Amalgamation Agreement (Global Crossing LTD), Agreement and Plan of Amalgamation (Level 3 Communications Inc)
Qualification to do Business. Each of Parent, Parent and Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, corporation or limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, have a Parent Material Adverse Effect.
Appears in 2 contracts
Samples: Merger Agreement (Broadwing Corp), Merger Agreement (Level 3 Communications Inc)
Qualification to do Business. Each of Parent, Parent and Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) corporation and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, not have a Parent Material Adverse Effect.
Appears in 2 contracts
Samples: Merger Agreement (Broadview Networks Holdings Inc), Merger Agreement (Jupitermedia Corp)
Qualification to do Business. Each of Parent, Holdco, Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing has not had and would notnot reasonably be expected to have, individually or in the aggregate, have a Parent Material Adverse Effect.
Appears in 2 contracts
Samples: Merger Agreement (Express Scripts Holding Co.), Merger Agreement
Qualification to do Business. Each of Parent, Parent and Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, corporation or limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, necessary except where the failure to be so qualified or in good standing would not, individually or in the aggregate, not have a Parent Material Adverse Effect.
Appears in 1 contract
Qualification to do Business. Each of Parent, Parent and Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) corporation and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would notnot reasonably be expected to have, individually or in the aggregate, have a Parent Material Adverse Effect.
Appears in 1 contract
Qualification to do Business. Each of Parent, Merger Sub 1, Merger Sub 2 and Parent’s other Subsidiaries Sister Subsidiary is duly qualified to do business as a foreign corporation, corporation or limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing would not, individually or in the aggregate, have a Parent Material Adverse Effect.
Appears in 1 contract
Samples: Merger Agreement (Broadwing Corp)
Qualification to do Business. Each of Parent, Holdco, Merger Sub 1, Merger Sub 2 and Parent’s 's other Subsidiaries is duly qualified to do business as a foreign corporation, limited liability company or partnership (as the case may be) and is in good standing or similar concept in every jurisdiction in which the character of the properties owned or leased by it or the nature of the business conducted by it makes such qualification necessary, except where the failure to be so qualified or in good standing has not had and would notnot reasonably be expected to have, individually or in the aggregate, have a Parent Material Adverse Effect.
Appears in 1 contract
Samples: Merger Agreement (Cigna Corp)