Organization and Limited Partnership Authority. The Buyer is duly formed, validly existing and in good standing under the laws of the Republic of the Xxxxxxxx Islands, and has all requisite limited partnership power and authority to enter into this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly executed and delivered by the Buyer, has been effectively authorized by all necessary action, limited partnership or otherwise, and constitutes legal, valid and binding obligations of the Buyer. No meeting has been convened or resolution proposed or petition presented and no order has been made to wind up the Buyer.
Organization and Limited Partnership Authority. CPLP is duly formed, validly existing and in good standing under the laws of the Republic of the Xxxxxxxx Islands, and has all requisite limited partnership power and authority to enter into this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly executed and delivered by CPLP, has been effectively authorized by all necessary action, limited partnership or otherwise, and constitutes legal, valid and binding obligations of CPLP. No meeting has been convened or resolution proposed or petition presented and no order has been made to wind up CPLP.
Organization and Limited Partnership Authority. NMAC is duly formed, validly existing and in good standing under the laws of the Republic of the Xxxxxxxx Islands, and has all requisite corporate power and authority to enter into this Agreement and to consummate the transaction contemplated hereby. This Agreement has been duly executed and delivered by NMAC, has been effectively authorized by all necessary action, corporate or otherwise, and constitutes legal, valid and binding obligations of NMAC. No meeting has been convened or resolution proposed or petition presented and no order has been made to wind up NMAC.
Organization and Limited Partnership Authority. The Buyer is duly formed, validly existing and in good standing under the laws of the Republic of the Xxxxxxxx Islands, and has all requisite limited partnership power and authority to enter into this Agreement and the registration rights agreement (the “Registration Agreement”) referred to in Section 8.0(c) and to consummate the transaction contemplated hereby and thereby. This Agreement and the registration rights agreement have been duly executed and delivered by the Buyer, have been effectively authorized by all necessary action, limited partnership or otherwise, and constitute legal, valid and binding obligations of the Buyer. No meeting has been convened or resolution proposed or petition presented and no order has been made to wind up the Buyer.
Organization and Limited Partnership Authority. 58 4A.2. XXXXXX CHARTER DOCUMENTS............................................58 4A.3. SUBSIDIARIES........................................................59 -ii- 3131867.30
Organization and Limited Partnership Authority. Each of Buyer and NCLP is a limited partnership duly formed, validly existing and in good standing, and NCGP is a corporation, duly organized, validly existing and in good standing, each under the laws of the state of Delaware. Each of Buyer and NCLP has all requisite power and authority to enter into this Agreement, the Note and the other Related Agreements to which it is a party and to perform its obligations hereunder and thereunder.
Organization and Limited Partnership Authority. (a) Xxxxxx is a Massachusetts corporation, duly organized, validly existing and in good standing under the laws of the Commonwealth of Massachusetts. CREA Limited Partnership is a partnership duly formed, validly existing and in good standing under the law of the Commonwealth of Massachusetts. Each Xxxxxx Subsidiary (other than CREA Limited Partnership) which purports to be a partnership is a partnership duly formed, validly existing and in good standing, each under the law of the State of Delaware and each Xxxxxx Subsidiary which purports to be a corporation is a corporation, duly organized, validly existing and in good standing, each under the laws of the Commonwealth of Massachusetts. Each of Xxxxxx and the Xxxxxx Subsidiaries has full power and authority to own or lease and use its properties and assets and to carry on its business as such business is now conducted.
(b) Each of Xxxxxx, the Xxxxxx Subsidiaries and the Xxxxxx Client Entities possesses all licenses, franchises, permits and other rights necessary to conduct its business as such business is now or proposed to be conducted, except where failure to possess such licenses, franchises, permits and other -58- 3131867.30 rights would not, individually or in the aggregate, have a Material Adverse Effect. Each of Xxxxxx, the Xxxxxx Subsidiaries and the Xxxxxx Client Entities is duly authorized to conduct business, validly existing and in good standing under the laws of each jurisdiction in which the nature of its business or the ownership of or leasing of its properties requires such qualification except where the failure to be so authorized, validly existing and in good standing would not, individually or in the aggregate, have a Material Adverse Effect.
Organization and Limited Partnership Authority. The Buyer is duly formed, validly existing and in good standing under the laws of the Republic of the Xxxxxxxx Islands, and has all requisite limited partnership power and authority to enter into this Agreement and to consummate the transactions contemplated hereby. This Agreement has been duly executed and delivered by the Buyer and the General Partner, has been effectively authorized by all necessary action, limited partnership or otherwise, and constitutes legal, valid and binding obligations of the Buyer and the General Partner. No meeting has been convened or resolution proposed or petition presented and no order has been made to wind up the Buyer. The General Partner’s decision that the Buyer purchase the Shares and the Purchase Price have been approved by the Conflicts Committee.
