Incorporation and capacity. Each of the Security Parties is a body corporate duly constituted, organised and validly existing and (where applicable) in good standing under the law of its country of incorporation, in each case with perpetual corporate existence and the power to xxx and be sued, to own its assets and to carry on its business, and all of the corporate shareholders (if any) of each Security Party are duly constituted and existing under the laws of their countries of incorporation with perpetual corporate existence and the power to xxx and be sued, to own their assets and to carry on their business and are acting on their own account.
Incorporation and capacity. Each of the Security Parties is a body corporate duly constituted and existing and (where applicable) in good standing under the law of its country of incorporation, in each case with perpetual corporate existence and the power to xxx and be sued, to own its assets and to carry on its business except where the failure to do so would not reasonably be expected to result in a Material Adverse Effect.
Incorporation and capacity. Each of the Security Parties is a body corporate duly constituted, organised and validly existing and (where applicable) in good standing under the law of its country of incorporation, in each case with perpetual corporate existence and the power to xxx and be sued, to own its assets and to carry on its business, and all of the corporate shareholders (if any) of each Security Party are duly constituted and existing under the laws of their countries of incorporation with perpetual corporate existence and the power to xxx and be sued, to own their assets and to carry on their business and are acting on their own account. \P1\0000000.10
Incorporation and capacity. Each of the Operating Subsidiaries set forth in Schedule II and formed in the United Kingdom is duly incorporated and validly existing as a private limited company under the laws of England and each has the corporate capacity to own or lease its properties and to conduct its business, in each case in all material respects as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.
Incorporation and capacity. The Guarantor is duly incorporated and is a validly existing company under the laws of its place of incorporation, has the capacity to sue or to be sued in its own name and has power to carry on its xxxiness as now being conducted and to own its property and other assets.
Incorporation and capacity. Digital was duly formed and HPB was duly incorporated under the laws of the State of Florida. Digital is a limited liability company and HPB a corporation and both are valid and subsisting and in good standing under such laws. Both Digital and HPB are in good standing and are licensed or qualified to transact business in Florida and are qualified in such jurisdiction where it is necessary to be qualified in order to avoid a material adverse effect on the Purchased Business. All corporate books and records of both Digital and HPB are maintained at their head offices or at the offices of their solicitors.
Incorporation and capacity. 2.1 The Company is a company which is duly incorporated and validly existing under the laws of its jurisdiction of incorporation and has full power and authority to carry on its business.
Incorporation and capacity. The Seller is a duly incorporated and validly existing company under Spanish law, registered with the Register of Companies of Barcelona, and has sufficient capacity to execute this Agreement and sell the Yacht in the terms set out herein. Such sale violates no laws, administrative provisions, its articles of association or any contracts or commitments that bind the Seller, which has properly passed all the necessary resolutions and obtained the appropriate authorisations to execute this Agreement, which requires no further authorisation or subsequent ratification.
Incorporation and capacity. 11.1 Each Group Company has been duly incorporated and has full corporate power and authority to carry on its activities in the ordinary course of business as described in the Placing Documents.
Incorporation and capacity. The Applicant is a company limited by shares or by guarantee or a limited liability partnership and is validly existing under the laws of England and Wales and has full corporate capacity and power to enter into the Agreement and to exercise its rights and perform its obligations thereunder. CONSTITUTIONAL DOCUMENTS The copies of the Constitutional Documents of the Applicant filed on the register at Companies House are in full force and effect at the date of this Certificate and have not been revoked, suspended or amended.
