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 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. 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. 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. 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. Balance Bar is a corporation duly -------------------------- incorporated under the laws of Delaware and is a valid and subsisting corporation in good standing under such laws and under the laws of each jurisdiction in which it carries on business and Balance Bar has the corporate power and authority to consummate the transactions contemplated hereby.
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.
11.2 This agreement and each agreement referred to in it has been duly authorised, executed and delivered and constitutes a valid and legally binding obligation of the parties, enforceable in accordance with its terms, subject to the laws of bankruptcy and other similar laws affecting the rights of creditors and no consent, approval, authorisation, filing or registration is required in relation to the matters contemplated by this agreement or compliance with the terms of this Agreement.
11.3 The terms and performance of this Agreement, the making of the Placing and Admission will not conflict with or result in a breach of any of the terms or provisions of, or constitutes a default under, any agreement or will result in the creation or imposition of any encumbrance or security interest upon any property or assets of the Group.
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. Each of the Obligors 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, or in respect of SOSA or any Obligor incorporated under the laws of Luxembourx, xith corporate existence for an unlimited period, and the power to sue and be sued, to own its assets and to carry on its businxxx.
Incorporation and capacity. The Corporation is a corporation duly -------------------------- incorporated under the laws of Canada and is a valid and subsisting corporation in good standing under such laws and is in good standing as a corporation and is licensed or qualified to transact business in each jurisdiction where the nature of its activities makes such license or qualification necessary and a list of such jurisdictions is hereto annexed as Schedule 4.
1. The Corporation has the full corporate ------------ power and authority to enable it to own, lease or otherwise hold its properties and assets and to carry on its business as it is now being conducted and to own its property.
