The Company and the Subsidiaries. The Company and the Subsidiaries each (i) are a corporation duly organized, validly existing and in good standing under the laws of their respective states of incorporation, (ii) have all requisite power and authority, corporate and otherwise, to own, operate and lease its properties and assets and to conduct the Business as it is now being conducted by each entity. The Business is the only business conducted by the Company and the Subsidiaries. As set forth in SCHEDULE 3.1(b), each of the Company and the Subsidiaries is duly qualified to transact business as a foreign corporation and is in good standing under the laws of every state or jurisdiction in which the nature of their activities or of their properties (owned, leased or operated) makes such qualification necessary and in which the failure to be so qualified could not reasonably be expected to have a Material Adverse Effect.
The Company and the Subsidiaries. (a) Each of the Company and the Subsidiaries (except for Cottonwood Energy Company LP and Cottonwood Technology Partners LP) is a limited liability company validly existing and in good standing under the Laws of the State of Delaware and each has full power and authority to conduct its business as and to the extent now conducted and to own, use and lease its assets. Each of Cottonwood Energy Company LP and Cottonwood Technology Partners LP is a limited partnership validly existing and in good standing under the Laws of the State of Delaware and each has full power and authority to conduct its business as and to the extent now conducted and to own, use and lease its assets. The Company and the Subsidiaries are each duly qualified, licensed or admitted to do business and are in good standing in the State of Delaware and each ProjectCo is duly qualified, licensed and admitted to do business and is in good standing in the jurisdictions set forth on Schedule 3.09(a), which are the only jurisdictions in which the ownership, use or leasing of their assets, or the conduct or nature of their business, makes such qualification, licensing or admission necessary, except in those jurisdictions where the failure to be so qualified, licensed or admitted to do business would not reasonably be expected to result in a Material Adverse Effect.
The Company and the Subsidiaries. 3.1 Each of the Company and the Subsidiaries is duly incorporated and validly existing under the laws of the jurisdiction in which it is incorporated.
The Company and the Subsidiaries. The Company has all requisite corporate power and authority to own, lease and operate its properties and to carry on its business as now being conducted. Each Subsidiary is a corporation duly organized and validly existing and in good standing under the laws of its jurisdiction of incorporation and has the requisite corporate power and authority to own, lease and operate its properties and to carry on its business as now being conducted and, except as set forth on SCHEDULE 6.2, is wholly owned by the Company. The Company and each of the Subsidiaries is duly qualified as a foreign corporation to do business, and is
The Company and the Subsidiaries. The information given in Schedule 1 is true, complete and accurate and the Company does not have any subsidiary undertaking other than the Subsidiaries and has no interest in the share capital or other securities or corporate capital of any other body corporate nor any interest in any unincorporated association or contractual joint venture.
The Company and the Subsidiaries. 29 SCHEDULE 3........................................................................................40
The Company and the Subsidiaries. (a) Each of the Company, Holdings and HPR II is a limited liability company validly existing and in good standing under the Laws of the State of Delaware and each has full power and authority to conduct its business as and to the extent now conducted and to own, use and lease its assets. The Company, Holdings and HPR II are each duly qualified, licensed or admitted to do business and are in good standing in the State of Delaware and HPR II is duly qualified, licensed and admitted to do business and is in good standing in the State of California, which are the only jurisdictions in which the ownership, use or leasing of their assets, or the conduct or nature of their business, makes such qualification, licensing or admission necessary, except in those jurisdictions where the failure to be so qualified, licensed or admitted to do business would not reasonably be expected to result in a Material Adverse Effect.
The Company and the Subsidiaries. 2.1 The Company is duly organized and validly existing under Danish Law.
The Company and the Subsidiaries of the Company listed in Part I of Schedule 1 (The Original Parties) as original guarantors (the “Original Guarantors”);
The Company and the Subsidiaries. 3.1 The Company is validly incorporated, in existence and good standing and duly registered under the laws of its country of incorporation.
