Status and ownership. (a) the Borrower is a duly constituted and properly incorporated private company with limited liability under Norwegian law.
(b) the General Partner is a duly constituted and properly incorporated company with limited liability under Xxxxxxxx Islands law, wholly-owned by the Sponsor.
(c) KNOT Offshore Partners LP is a duly constituted and properly incorporated company with limited liability under Xxxxxxxx Islands law, owned at least33.3% by the Sponsor (directly or indirectly).
(d) KNOT Shuttle Tankers AS is a duly constituted and properly incorporated company with limited liability under Norwegian law, owned 100% by KNOT Offshore Partners LP (directly or indirectly).
Status and ownership. (a) It is a corporation, duly organised and validly existing under the laws of the Xxxxxxxx Islands.
(b) It has the power to own its assets and carry on its business as it is being conducted.
(c) It is indirectly wholly owned by the Sponsor (acting through the Parent and the Parent Shareholder).
(d) Subject to the Security Documents, the Parent is the legal and beneficial owner of all of the share capital of the Owner, the Parent Shareholder is the legal and beneficial owner of all of the share capital of the Parent and the Sponsor is the legal and beneficial owner of all of the share capital of the Parent Shareholder.
(e) No person has any right to call for the issue or transfer of any share capital or loan stock in the Owner other than in accordance with the Security Documents.
(f) All of the shares in the capital of the Owner are fully paid up.
Status and ownership. (a) It is a corporation, duly organised and validly existing under the laws of the Xxxxxxxx Islands.
(b) It and each of its Subsidiaries has the power to own its assets and carry on its business as it is being conducted.
(c) The Borrower is indirectly wholly owned by UDW (acting through DHI and HSI).
(d) Subject to the Security Documents, HSI is the legal and beneficial owner of all of the share capital of the Borrower, DHI is the legal and beneficial owner of all of the share capital of HSI, UDW is the legal and beneficial owner of all of the share capital of HSI and the Parent owns at least 33.3% of the voting capital of UDW.
(e) No person has any right to call for the issue or transfer of any share capital or loan stock in the Borrower other than in accordance with the Security Documents.
(f) All of the shares in the capital of the Borrower and HSI are fully paid up.
Status and ownership. (a) It is a corporation, duly organised and validly existing under the laws of the Xxxxxxxx Islands.
(b) It has the power to own its assets and carry on its business as it is being conducted.
(c) It is indirectly wholly owned by Ocean Rig (acting through the Parent and the Parent Shareholder) and indirectly majority owned by the Sponsor (acting through Ocean Rig, the Parent and the Parent Shareholder).
(d) Subject to the Security Documents, the Parent is the legal and beneficial owner of all of the share capital of the Owner, the Parent Shareholder is the legal and beneficial owner of all of the share capital of the Parent, Ocean Rig is the legal and beneficial owner of all of the share capital of the Parent Shareholder and the Sponsor is the legal and beneficial owner of the majority of the share capital of Ocean Rig.
(e) No person has any right to call for the issue or transfer of any share capital or loan stock in the Owner other than in accordance with the Security Documents.
(f) All of the shares in the capital of the Owner are fully paid up.
Status and ownership. 14.3.1 It is a corporation duly incorporated, validly existing and registered under the laws of the jurisdiction in which it is incorporated, resident for the purposes of Tax in the United Kingdom, capable of being sued in its own right and not subject to any immunity from any proceedings;
14.3.2 each of the Issuer and the Borrowers is a wholly-owned subsidiary of the Securitisation Group Parent; and Back to Contents
14.3.3 each Excluded Group Entity Property Owner is a wholly-owned subsidiary of the Initial Borrower.
Status and ownership. (a) Each of the Obligors is a limited liability company, duly incorporated, validly existing and in good standing under the laws of its jurisdiction of incorporation, and each has the power to own its assets and carry on its business as presently conducted.
(b) The Parent is the legal and beneficial owner (directly or indirectly) of all the shares of each Guarantor (other than the Parent).
Status and ownership. (a) The Borrower is duly organized, validly existing and in good standing as a limited liability company under the laws of the State of Delaware, has all requisite limited liability company power and authority to carry on its business as now conducted, and is qualified or licensed to do business in, and is in good standing in the Commonwealth of Pennsylvania. There is no other jurisdiction where the ownership of the Borrower's properties or the nature of its activities or both makes such qualification or licensing necessary or advisable.
(b) All of the outstanding membership interests in the Borrower are owned, directly and beneficially, by the Parent.
Status and ownership. Seller is a corporation duly organized, validly existing, and in good standing under the laws of Oregon and is duly qualified and in good standing as a foreign corporation in each jurisdiction where its properties or its business conducted require such qualification, except where the failure to so qualify or be in good standing would not have a material adverse effect on Seller. Seller has all requisite corporate power and authority to own, operate, and lease its property and to carry on its business as it is now being conducted. Seller has the corporate power and authority and has taken all corporate action necessary to execute and deliver this Agreement and to consummate the transactions contemplated hereby. Xxxxx and Xxxxx Xxxxxxxxxxxx together own 100 percent of the capital stock of Seller.
Status and ownership a) It is a company with limited liability or corporation, as applicable, duly incorporated and validly existing under the law of its jurisdiction of incorporation;
b) It has the power to own its assets and carry on its business as it is being conducted;
c) The Intermediate Parent owns directly one hundred per cent. (100.00%) of the shares and voting rights in the Borrowers; and
d) The Ultimate Parent owns directly one hundred per cent. (100.00%) of the shares and voting rights in the Intermediate Parent.
Status and ownership. The Borrower is a duly constituted and properly incorporated private company with limited liability under Norwegian law.
