Organization, Good Standing and Authority. The Vessel Owning Subsidiary is a corporation duly incorporated, validly existing and in good standing under the laws of the Republic of the Xxxxxxxx Islands. The Vessel Owning Subsidiary has full corporate power and authority to carry on its business as it is now, and has since its incorporation been, conducted, and is entitled to own, lease or operate the properties and assets it now owns, leases or operates and to enter into legal and binding contracts. The Vessel Owning Subsidiary is qualified to do business, is in good standing and has all required and appropriate licenses and authorizations in each jurisdiction in which its failure to obtain or maintain such qualification, good standing, licensing or authorization would have a material adverse effect on the condition (financial or otherwise), assets, properties, business or prospects of such Vessel Owning Subsidiary taken as a whole. No meeting has been convened or resolution proposed or petition presented and no order has been made to wind up the Vessel Owning Subsidiary.
Appears in 3 contracts
Samples: Share Purchase Agreement (Navios Maritime Partners L.P.), Share Purchase Agreement (Navios Maritime Partners L.P.), Share Purchase Agreement (Navios Maritime Partners L.P.)
Organization, Good Standing and Authority. The Each Vessel Owning Subsidiary not previously sold to the Buyer (each, a “Subject Subsidiary”) is a corporation duly incorporated, validly existing and in good standing under the laws of the Republic of the Xxxxxxxx Islands. The Vessel Owning Each Subject Subsidiary has full corporate power and authority to carry on its business as it is now, and has since its incorporation been, conducted, and is entitled to own, lease or operate the properties and assets it now owns, leases or operates and to enter into legal and binding contracts. The Vessel Owning Each Subject Subsidiary is qualified to do business, is in good standing and has all required and appropriate licenses and authorizations in each jurisdiction in which its failure to obtain or maintain such qualification, good standing, licensing or authorization would have a material adverse effect on the condition (financial or otherwise), assets, properties, business or prospects of such Vessel Owning Subsidiary taken as a wholethe Subject Subsidiary. No meeting has been convened or resolution proposed or petition presented and no order has been made to wind up the Vessel Owning any Subject Subsidiary.
Appears in 1 contract
Samples: Share Purchase Agreement (Navios Maritime Containers Inc.)
Organization, Good Standing and Authority. The Vessel Owning Subsidiary is a corporation duly incorporated, validly existing and in good standing under the laws of the Republic of the Xxxxxxxx Islands[JURISDICTION]. The Vessel Owning Subsidiary has full corporate power and authority to carry on its business as it is now, and has since its incorporation been, conducted, and is entitled to own, lease or operate the properties and assets it now owns, leases or operates and to enter into legal and binding contracts. The Vessel Owning Subsidiary is qualified to do business, is in good standing and has all required and appropriate licenses and authorizations in each jurisdiction in which its failure to obtain or maintain such qualification, good standing, licensing or authorization would have a material adverse effect on the condition (financial or otherwise), assets, properties, business or prospects of such Vessel Owning Subsidiary taken as a whole. No meeting has been convened or resolution proposed or petition presented and no order has been made to wind up the Vessel Owning Subsidiary.
Appears in 1 contract
Samples: Share Purchase Agreement (Navios Maritime Midstream Partners LP)
Organization, Good Standing and Authority. The Each of the Vessel Owning Subsidiary Subsidiaries is a corporation duly incorporated, validly existing and in good standing under the laws of the Republic of the Xxxxxxxx The Mxxxxxxx Islands. The Each of the Vessel Owning Subsidiary Subsidiaries has full corporate power and authority to carry on its business as it is now, and has since its incorporation been, conducted, and is entitled to own, lease or operate the properties and assets it now owns, leases or operates and to enter into legal and binding contracts. The Each of the Vessel Owning Subsidiary Subsidiaries is qualified to do business, is in good standing and has all required and appropriate licenses and authorizations in each jurisdiction in which its failure to obtain or maintain such qualification, good standing, licensing or authorization would have a material adverse effect on the condition (financial or otherwise), assets, properties, business or prospects of such Vessel Owning Subsidiary taken as a whole. No meeting has been convened or resolution proposed or petition presented and no order has been made to wind up the any Vessel Owning Subsidiary.
Appears in 1 contract
Samples: Share Purchase Agreement (Capital Product Partners L.P.)