Common use of Authority and Approval; Enforceability Clause in Contracts

Authority and Approval; Enforceability. The Contributor has the limited partnership power and authority to execute and deliver this Agreement and the Contributor and each of its Affiliates has requisite power and authority to execute and deliver any other Transaction Document to which it is or will be a party, to consummate the Transactions and to perform all the terms and conditions of this Agreement and the Transaction Documents to be performed by it. The execution and delivery by the Contributor of this Agreement and the execution and delivery by the Contributor and each of its Affiliates, as applicable, of any Transaction Document to which it is or will be a party, the performance by the Contributor or its applicable Affiliate of all the terms and conditions hereof and thereof to be performed by it and the consummation of the Transactions have been duly authorized and approved by all requisite limited partnership, limited liability company, corporate or other action of the Contributor and each other applicable Affiliate of the Contributor. Each of this Agreement and any other Transaction Document to which the Contributor or any other Affiliate of the Contributor is or will be a party constitutes or will constitute, upon execution and delivery by each of the parties thereto, the valid and binding obligation of the Contributor or such Affiliate of the Contributor, enforceable against the Contributor or such Affiliate of the Contributor in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar Laws affecting enforcement of creditors’ rights generally and by general principles of equity (whether applied in a proceeding at law or in equity) (the “Enforceability Exceptions”).

Authority and Approval; Enforceability. The Contributor Acquirer has the limited partnership power and authority to execute and deliver this Agreement Agreement, and the Contributor Acquirer and each of its Affiliates has requisite power and authority to execute and deliver any other Transaction Document to which it is or will be a party, to consummate the Transactions and to perform all the terms and conditions of this Agreement hereof and the Transaction Documents thereof to be performed by itit and to consummate the Transactions. The execution and delivery by the Contributor Acquirer of this Agreement and the execution and delivery by the Contributor Acquirer and each of its Affiliates, as applicable, of any Transaction Document to which it is or will be a party, the performance by the Contributor Acquirer or its applicable Affiliate of all the terms and conditions hereof and thereof to be performed by it and the consummation of the Transactions have been duly authorized and approved by all requisite limited partnership, limited liability company, corporate or other action of the Contributor and each other applicable Affiliate of the ContributorAcquirer or its Affiliates. Each of this Agreement and any other Transaction Document to which the Contributor Acquirer or any other Affiliate of the Contributor Acquirer is a party or will be a party constitutes or will constitute, upon execution and delivery by the each of the parties thereto, the valid and binding obligation of the Contributor Acquirer or such Affiliate of the ContributorAcquirer, as applicable, enforceable against the Contributor Acquirer or such Affiliate of the Contributor Acquirer in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar Laws affecting enforcement of creditors’ rights generally and by general principles of equity (whether applied in a proceeding at law or in equity) (the “Enforceability Exceptions”).

Authority and Approval; Enforceability. The Contributor has the limited partnership corporate power and authority to execute and deliver this Agreement and the Contributor and each any of its applicable Affiliates has requisite power and authority to execute and deliver any other Transaction Document to which it is or will be a party, to consummate the Transactions and to perform all the terms and conditions of this Agreement and the Transaction Documents to be performed by it. The execution and delivery by the Contributor of this Agreement and the execution and delivery by the Contributor and each of its Affiliates, as applicable, of any Transaction Document to which it is or will be a party, the performance by the Contributor or its applicable Affiliate of all the terms and conditions hereof and thereof to be performed by it and the consummation of the Transactions have been duly authorized and approved by all requisite limited partnership, limited liability company, corporate or other action of the Contributor and each other applicable Affiliate of the Contributor. Each of this Agreement and any other Transaction Document to which the Contributor or any other Affiliate of the Contributor is or will be a party constitutes or will constitute, upon execution and delivery by each of the parties thereto, the valid and binding obligation of the Contributor or such Affiliate of the Contributor, enforceable against the Contributor or such Affiliate of the Contributor in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar Laws affecting enforcement of creditors’ ' rights generally and by general principles of equity (whether applied in a proceeding at law or in equity) (the “"Enforceability Exceptions”").

Authority and Approval; Enforceability. The Contributor Acquirer has the corporate and limited partnership power and authority to execute and deliver this Agreement Agreement, and the Contributor Acquirer and each of its Affiliates has requisite power and authority to execute and deliver any other Transaction Document to which it is or will be a party, to consummate the Transactions and to perform all the terms and conditions of this Agreement hereof and the Transaction Documents thereof to be performed by itit and to consummate the Transactions. The execution and delivery by the Contributor Acquirer of this Agreement and the execution and delivery by the Contributor Acquirer and each of its Affiliates, as applicable, of any Transaction Document to which it is or will be a party, the performance by the Contributor Acquirer or its applicable Affiliate of all the terms and conditions hereof and thereof to be performed by it and the consummation of the Transactions have been duly authorized and approved by all requisite limited partnership, limited liability company, corporate or other action of the Contributor and each other applicable Affiliate of the ContributorAcquirer or its Affiliates. Each of this Agreement and any other Transaction Document to which the Contributor Acquirer or any other Affiliate of the Contributor Acquirer is a party or will be a party constitutes or will constitute, upon execution and delivery by the each of the parties thereto, the valid and binding obligation of the Contributor Acquirer or such Affiliate of the ContributorAcquirer, as applicable, enforceable against the Contributor Acquirer or such Affiliate of the Contributor Acquirer in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar Laws affecting enforcement of creditors’ rights generally and by general principles of equity (whether applied in a proceeding at law or in equity) (the “Enforceability Exceptions”).