Existence; Qualification; Subsidiaries. Each of the Company and each Material Subsidiary was duly organized, is validly existing and in good standing under the laws of the jurisdiction in which it was incorporated or formed and has full power and authority to conduct its business and own and operate its properties as now conducted, owned and operated. The copies of the Certificate of Incorporation and by-laws of the Company and all amendments thereto and certificates of designation filed in connection therewith are attached hereto as Exhibit D and are true, correct and complete copies of such documents. Each of the Company and each Material Subsidiary is licensed or qualified as a foreign corporation and is in good standing in all jurisdictions where such Person is required to be so licensed or qualified, except where the failure to be so licensed, qualified or in good standing would not have a Material Adverse Effect. Schedule 4.1 lists all Subsidiaries of the Company and their respective jurisdictions of incorporation or formation. Except as set forth on Schedule 4.1, the Company has no Subsidiaries and owns no capital stock or other securities of, and has not made any other investment in, any other entity. All of the issued shares of capital stock of each Subsidiary have been duly and validly authorized and issued, are fully paid and non-assessable and are owned directly or indirectly by the Company, free and clear of all Liens, except Permitted Liens.
Existence; Qualification; Subsidiaries. Authorization and Enforceability; Issuance of the Securities, the Conversion Shares and the Warrant Shares..........10 4.3 Capitalization....................................................11 4.4
Existence; Qualification; Subsidiaries. Grantee is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of formation and has full power and authority to conduct its business and own and operate its properties as now conducted, owned and operated.
Existence; Qualification; Subsidiaries. The Company and each Subsidiary is a corporation duly organized, validly existing and in good standing under the laws of the state of its incorporation and has full corporate power and authority to conduct its business and own and operate its properties as now conducted, owned and operated. The copies of the Restated Certificate of Incorporation and By-Laws of the Company and all amendments thereto previously delivered to the Purchasers are true, correct and complete copies of such documents. The Company and each Subsidiary is licensed or qualified as a foreign corporation and is in good standing in all jurisdictions where such person is required to be so licensed or qualified, except where the failure to be so licensed, qualified or in good standing would not have a Material Adverse Effect. Except as set forth on Schedule 4.1, the Company has no Subsidiaries and owns no capital stock or other securities of, and has not made any other investment in, any other entity. All of the issued shares of capital stock of each Subsidiary have been duly and validly authorized and issued, are fully paid and non-assessable and are owned directly or indirectly by the Company, free and clear of all liens, encumbrances, equities or adverse claims other than liens securing the obligations under the Credit Agreement.
Existence; Qualification; Subsidiaries. Authorization and Enforceability; Issuance of the Securities, the Conversion Shares and the Warrant Shares. . . . . . . . . . . . . . . . . . . . . . . . 8 4.3 Capitalization. . . . . . . . . . . . . . . . . . . . . . 9 4.4
Existence; Qualification; Subsidiaries. The Company is duly organized, validly existing and in good standing under the California General Corporation Law and has full corporate power and authority to conduct its business and own and operate its properties as now conducted, owned and operated. The copies of the Articles of Incorporation and Bylaws of the Company and all amendments thereto filed by the Company with the SEC prior to the date of this Agreement are in full force and effect.
Existence; Qualification; Subsidiaries. The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has full corporate power and authority to conduct its business and own and operate its properties as now conducted, owned and operated. The copies of the Certificate of Incorporation and By-Laws of the Company and all amendments thereto (i) have been previously delivered to the Purchaser and (ii) are true, correct and complete copies of such documents. The Company is licensed or qualified as a foreign corporation and is in good standing in all jurisdictions where it is required to be so licensed or qualified, to the extent such concepts are recognized in such jurisdictions. The Company has no Subsidiaries and, except for equity interests set forth on Schedule 4.1 that are not individually or in the aggregate material to the Company, owns no capital stock or other securities of, and has no other Investment in, any other Person.
Existence; Qualification; Subsidiaries. Enron is a corporation duly organized, validly existing and in good standing under the laws of the State of Oregon and has full corporate power and authority to conduct its business and own and operate its properties as now conducted, owned and operated. The copies of the Certificate of Incorporation and By-Laws of the Company and all amendments thereto (i) have been previously delivered to the 10 Purchaser and (ii) are true, correct and complete copies of such documents. The Company is licensed or qualified as a foreign corporation and is in good standing in all jurisdictions where it is required to be so licensed or qualified, to the extent such concepts are recognized in such jurisdictions. The Company is an indirect subsidiary of Enron.
Existence; Qualification; Subsidiaries. Grantors are corporations duly organized, validly existing and in good standing under the laws of the state of Delaware. Dynegy and Dynegy Holdings have full corporate power and authority to conduct their business and own and operate their properties as now conducted, owned and operated.
Existence; Qualification; Subsidiaries. Authorization and Enforceability; Issuance of the Securities, the Conversion Shares and the Warrant Shares....
