Existence; Corporate Power. TerraForm Power is a limited liability company duly formed, validly existing and in good standing under the Laws of the State of Delaware. TerraForm Power has all requisite power and authority to execute the Investment Documents to which it is a party and to perform its obligations thereunder and to consummate the transactions contemplated thereby.
Existence; Corporate Power. As of the Original PSA Date and the Effective Date, Seller is a limited liability company duly formed, validly existing and in good standing under the Laws of the State of Delaware and in each other jurisdiction in which the ownership or leasing of its assets or the conduct of its business requires such qualification. As of the Original PSA Date and the Effective Date, Seller has all requisite power and authority to own and operate its properties and to carry on its business as now conducted, and to execute and deliver this Agreement and any other agreements to be executed and delivered by Seller hereunder, and to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby, including to own, hold, sell and transfer the Acquired Interests.
Existence; Corporate Power. Invenergy Indemnitor is a limited liability company duly formed, validly existing and in good standing under the Laws of the State of Delaware and in each other jurisdiction in which the ownership or leasing of its assets or the conduct of its business requires such qualification. Invenergy Indemnitor has all requisite power and authority to own and operate its properties and to carry on its business as now conducted, and to execute and deliver this Agreement, and to perform its obligations hereunder.
Existence; Corporate Power. Marubeni Indemnitor is a corporation duly formed, validly existing and in good standing under the Laws of Japan and in each other jurisdiction in which the ownership or leasing of its assets or the conduct of its business requires such qualification. Marubeni Indemnitor has all requisite power and authority to own and operate its properties and to carry on its business as now conducted, and to execute and deliver this Agreement, and to perform its obligations hereunder.
Existence; Corporate Power. CDPQ Indemnitor is a body duly formed, validly existing and in good standing under the Act respecting the Caisse de dépôt et placement du Québec, R.S.Q., chapter C-2 and in each other jurisdiction in which the ownership or leasing of its assets or the conduct of its business requires such qualification. CDPQ Indemnitor has all requisite power and authority to own and operate its properties and to carry on its business as now conducted, and to execute and deliver this Agreement, and to perform its obligations hereunder.
Existence; Corporate Power. (a) Seller is a limited partnership duly formed, validly existing and in good standing under the laws of the Province of Ontario and in each other jurisdiction in which the ownership or leasing of its assets or the conduct of its business requires such qualification. Seller has all requisite power and authority to own and operate its properties and to carry on the Business as now conducted, and to execute and deliver the Transaction Documents to be executed and delivered by Seller, and to perform its obligations thereunder and to consummate the transactions contemplated thereby, including to own, hold, sell and transfer the Acquired Assets. The only business activity that has been carried on or is currently carried on by Seller is the development, ownership and operation of the Project and ancillary activities related thereto.
Existence; Corporate Power. Cottonmouth is a limited liability company, duly formed, validly existing and in good standing under the laws of the jurisdiction of its formation. Cottonmouth has all requisite limited liability company power to own, operate and lease its properties and to carry on its business as now conducted, and is duly licensed or qualified to do business and is in good standing in all jurisdictions in which the character of its properties and assets or the nature of its business requires it to be so licensed or qualified.
Existence; Corporate Power. CENAQ is a corporation, duly formed, validly existing and in good standing under the laws of the State of Delaware. OpCo is a limited liability company, duly formed, validly existing and in good standing under the laws of the jurisdiction of its formation. CENAQ has all requisite corporate power to, and OpCo has all requisite limited liability company power to, own, operate and lease its properties and to carry on its business as now conducted, and is duly licensed or qualified to do business and is in good standing in all jurisdictions in which the character of its properties and assets or the nature of its business requires it to be so licensed or qualified, except where the failure to be so licensed or qualified will not materially affect CENAQ’s or OpCo’s ability to consummate the transactions contemplated hereby.
Existence; Corporate Power. Seller is a limited liability company duly formed, validly existing and in good standing under the Laws of the State of Delaware and in each other jurisdiction in which the ownership or leasing of its assets or the conduct of its business requires such qualification. Seller has all requisite power and authority to own and operate its properties and to carry on its business as now conducted, and to execute and deliver this Agreement and any other agreements to be executed and delivered by Seller hereunder, and to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby, including to own, hold, sell and transfer the Acquired Interests.
