Common use of Incorporation, Capacity and Authorization Clause in Contracts

Incorporation, Capacity and Authorization. The Master Issuer is a public limited company duly incorporated and validly existing under the laws of England and Wales, with full power and capacity to conduct its business as described in the Prospectus, to create and issue the Notes, to execute this Agreement and the other Legal Agreements to which it is a party and to undertake and perform the obligations expressed to be assumed by it herein and therein; and has taken all necessary action to approve and authorize the same; and the Master Issuer is lawfully qualified to do business in England and Wales. The Master Issuer has not taken any corporate action nor (to the best of its knowledge and belief) have any other steps been taken or legal proceedings been started or threatened against it for its winding-up, dissolution or reorganization or for the appointment of a receiver, administrator, administrative receiver or similar officer of it or of any or all of its assets or revenues.