Common use of Authority and Validity of Obligations Clause in Contracts

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan Documents to which it is a party, to make the borrowings herein provided for, to issue its Notes in evidence thereof, and to perform all of its obligations hereunder and under the other Loan Documents. Without limiting the generality of the foregoing, the Borrower has full right, power and authority to make the borrowings herein provided for and to issue its Notes in evidence thereof and to apply for the issuance of Letters of Credit. The Loan Documents have been duly authorized, executed and delivered by the Borrower and constitute valid and binding obligations of the Borrower enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance or similar laws affecting creditors' rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower of any of the matters and things herein or therein provided for, contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any provision of the Articles or the Operating Agreement of the Borrower or any covenant, indenture or agreement of or affecting the Borrower or any of its Properties, or result in the creation or imposition of any Lien on any Property of the Borrower.

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan Documents to which it is a party, to make the borrowings herein provided for, to issue its Notes in evidence thereof, and to perform all of its obligations hereunder and under the other Loan Documents. Without limiting the generality of the foregoing, the Borrower has full right, power and authority to make the borrowings herein provided for and to issue its Notes in evidence thereof and to apply for the issuance of Letters of Credit. The Loan Documents have been duly authorized, executed and delivered by the Borrower and constitute valid and binding obligations of the Borrower enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance or similar laws affecting creditors' rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower of any of the matters and things herein or therein provided for, contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any provision of the Articles or the Operating Agreement of the Borrower or any covenant, indenture or agreement of or affecting the Borrower or any of its Properties, or result in the creation or imposition of any Lien on any Property of the Borrower.

Authority and Validity of Obligations. The Each Borrower has full right and authority to enter into this Agreement and the other Loan Documents to which it is a partyDocuments, to make the borrowings herein provided for, to issue its Notes Note in evidence thereof, and to perform all of its obligations hereunder and under the other Loan Documents. Without limiting the generality of the foregoing, the Borrower has full right, power and authority to make the borrowings herein provided for and to issue its Notes in evidence thereof and to apply for the issuance of Letters of Credit. The Loan Documents delivered by each Borrower have been duly authorized, executed and delivered by the relevant Borrower and constitute valid and binding obligations of the such Borrower enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance or similar laws affecting creditors' rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower Borrowers of any of the matters and things herein or therein provided for, contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the either Borrower or any provision of the Articles articles of incorporation or the Operating Agreement by-laws of the either Borrower or any covenant, indenture or agreement of or affecting the either Borrower or any of its Propertiestheir Property, or result in the creation or imposition of any Lien on any Property of either Borrower except for Liens granted in favor of the BorrowerBank.

Authority and Validity of Obligations. The Each Borrower has full right and authority to enter into this Agreement and the other Loan Documents to which it is a partyexecuted by it, to make the borrowings herein provided for, to issue its Notes in evidence thereof, to grant to the Agent the Liens described in the Collateral Documents executed by the Borrowers, and to perform all of its obligations hereunder and under the other Loan Documents. Without limiting the generality of the foregoing, the Borrower has full right, power and authority to make the borrowings herein provided for and to issue its Notes in evidence thereof and to apply for the issuance of Letters of CreditDocuments executed by it. The Loan Documents delivered by the Borrowers have been duly authorized, executed executed, and delivered by the Borrower such Person and constitute valid and binding obligations of the Borrower such Person enforceable against it in accordance with their terms terms, except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance or similar laws affecting creditors' rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the any Borrower of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the any Borrower or any provision of the Articles organizational documents (e.g., charter, articles of incorporation or the Operating Agreement by-laws, articles of the Borrower association or operating agreement, partnership agreement or other similar document) of any Borrower, (b) contravene or constitute a default under any covenant, indenture or agreement of or affecting the any Borrower or any of its PropertiesProperty, in each case where such contravention or default, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect or (c) result in the creation or imposition of any Lien on any Property of any Borrower other than the BorrowerLiens granted in favor of the Agent pursuant to the Collateral Documents.

Authority and Validity of Obligations. The Borrower Bxxxxxxx has full right and authority to enter into this Agreement and the other Loan Documents to which it is a party, to make grant to Lender the borrowings herein provided for, Liens described in the Collateral Documents to issue its Notes in evidence thereofwhich it is a party, and to perform all of its obligations hereunder and under the other Loan Documents. Without limiting the generality of the foregoing, the Borrower has full right, power and authority Documents to make the borrowings herein provided for and to issue its Notes in evidence thereof and to apply for the issuance of Letters of Creditwhich it is a party. The Loan Documents delivered by Borrower have been duly authorized, executed executed, and delivered by the Borrower and constitute valid and binding obligations of the Borrower enforceable against Borrower in accordance with their terms terms, except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance or similar laws affecting creditors' ’ rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower of any of the matters and things herein or therein provided for, contravene (a) violate or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any provision organizational documents of the Articles Borrower, (b) violate or the Operating Agreement of the Borrower or constitute a default under any covenant, indenture or agreement of or affecting Borrower, in each case where such violation or default, individually or in the Borrower or any of its Propertiesaggregate, could reasonably be expected to have a Material Adverse Effect, or (c) result in the creation or imposition of any Lien on any Property upon the Collateral other than the Liens granted in favor of Lender pursuant to the BorrowerCollateral Documents.

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan Documents to which it is a party, to make grant to Lender the borrowings herein provided for, Liens described in the Collateral Documents to issue its Notes in evidence thereofwhich it is a party, and to perform all of its obligations hereunder and under the other Loan Documents. Without limiting the generality of the foregoing, the Borrower has full right, power and authority Documents to make the borrowings herein provided for and to issue its Notes in evidence thereof and to apply for the issuance of Letters of Creditwhich it is a party. The Loan Documents delivered by Borrower have been duly authorized, executed executed, and delivered by the Borrower and constitute valid and binding obligations of the Borrower enforceable against Borrower in accordance with their terms terms, except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance or similar laws affecting creditors' ’ rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower of any of the matters and things herein or therein provided for, contravene (a) violate or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any provision organizational documents of the Articles Borrower, (b) violate or the Operating Agreement of the Borrower or constitute a default under any covenant, indenture or agreement of or affecting Borrower, in each case where such violation or default, individually or in the Borrower or any of its Propertiesaggregate, could reasonably be expected to have a Material Adverse Effect, or (c) result in the creation or imposition of any Lien on any Property upon the Collateral other than the Liens granted in favor of Lender pursuant to the BorrowerCollateral Documents or Permitted Liens.

Authority and Validity of Obligations. The Each of the Borrower and HAI has full right and authority to enter into this Credit Agreement and the other Loan Credit Documents to which it is a party, to make the borrowings herein provided for, to issue its Notes in evidence thereof, party and to perform all of its obligations hereunder and under the other Loan Credit Documents. Without limiting the generality of the foregoing, the Borrower has full right, power and authority to make the borrowings herein provided for and to issue its the Notes in evidence thereof and to apply for the issuance of Letters of Credit. The Loan Credit Documents have been duly authorized, executed and delivered by the Borrower and HAI and constitute valid and binding obligations of the Borrower and HAI enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance or similar laws affecting creditors' ’ rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Credit Agreement and the other Loan Credit Documents do not, nor does the performance or observance by the Borrower or HAI of any of the matters and things herein or therein provided for, contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or HAI in any material respect or any provision of the Articles or the Operating Agreement organizational documents of the Borrower or HAI or any Material covenant, indenture or agreement of or affecting the Borrower or HAI or any of its their Properties, or result in the creation or imposition of any Lien on any Property of the BorrowerBorrower or HAI.

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan Documents to which it is a partyDocuments, to make the borrowings herein provided for, to issue its Notes Note in evidence thereof, and to perform all of its obligations hereunder and under the other Loan Documents. Without limiting the generality of the foregoing, the Borrower has full right, power and authority to make the borrowings herein provided for and to issue its Notes in evidence thereof and to apply for the issuance of Letters of Credit. The Loan Documents delivered by the Borrower have been duly authorized, executed executed, and delivered by the Borrower and constitute valid and binding obligations of the Borrower enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance conveyance, or similar laws affecting creditors' ’ rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any provision of the Articles articles of incorporation or the Operating Agreement by-laws of the Borrower or any covenant, indenture or agreement of or affecting the Borrower or any of its PropertiesProperty, or (b) result in the creation or imposition of any Lien on any Property of the Borrower.

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan Documents to which it is a partyexecuted by it, to make the borrowings herein provided for, to issue its Notes in evidence thereof, and to perform all of its obligations hereunder and under the other Loan DocumentsDocuments executed by it. Without limiting the generality of the foregoing, the Borrower Each Material Subsidiary has full right, power right and authority to make enter into the borrowings herein provided for Loan Documents executed by it, to guarantee the Obligations and to issue perform all of its Notes in evidence thereof and to apply for obligations under the issuance of Letters of CreditLoan Documents executed by it. The Loan Documents delivered by the Borrower and by each Material Subsidiary have been duly authorized, executed executed, and delivered by the Borrower such Person and constitute valid and binding obligations of the Borrower such Person enforceable against it in accordance with their terms terms, except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance or similar laws affecting creditors' rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower or any Subsidiary of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any Material Subsidiary or any provision of the Articles organizational documents (e.g., charter, certificate or the Operating Agreement articles of incorporation and by-laws, certificate or articles of association and operating agreement, partnership agreement, or other similar organizational documents) of the Borrower or any Material Subsidiary, (b) contravene or constitute a default under any covenant, indenture or agreement of or affecting the Borrower or any Material Subsidiary or any of its Properties, Property or (c) result in the creation or imposition of any Lien on any Property of the BorrowerBorrower or any Material Subsidiary.

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan Documents to which it is a partyDocuments, to make the borrowings herein provided for, to issue its Notes Note in evidence thereof, to grant to the Bank the Liens described in the Collateral Documents, and to perform all of its obligations hereunder and under the other Loan Documents. Without limiting the generality of the foregoing, the Borrower has full right, power and authority to make the borrowings herein provided for and to issue its Notes in evidence thereof and to apply for the issuance of Letters of Credit. The Loan Documents delivered by the Borrower have been duly authorized, executed executed, and delivered by the Borrower and constitute valid and binding obligations of the Borrower enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance conveyance, or similar laws affecting creditors' rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any provision of the Articles charter, articles of incorporation, or the Operating Agreement by-laws of the Borrower or any covenant, indenture or agreement of or affecting the Borrower Borrower, or any of its PropertiesProperty, or (b) result in the creation or imposition of any Lien on any Property of the BorrowerBorrower other than the Liens granted to the Bank.

Authority and Validity of Obligations. The Borrower has and HAI have full right and authority to enter into this Credit Agreement and the other Loan Credit Documents to which it is a party, to make the borrowings herein provided for, to issue its Notes in evidence thereof, party and to perform all of its obligations hereunder and under the other Loan Credit Documents. Without limiting the generality of the foregoing, the Borrower has full right, power and authority to make the borrowings herein provided for and to issue its the Notes in evidence thereof and to apply for the issuance of Letters of Credit. The Loan Credit Documents have been duly authorized, executed and delivered by the Borrower and HAI and constitute valid and binding obligations of the Borrower and HAI enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance or similar laws affecting creditors' ’ rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Credit Agreement and the other Loan Credit Documents do not, nor does the performance or observance by the Borrower or HAI of any of the matters and things herein or therein provided for, contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or HAI or any provision of the Articles or the Operating Agreement organizational documents of the Borrower or HAI or any Material covenant, indenture or agreement of or affecting the Borrower or HAI or any of its their Properties, or result in the creation or imposition of any Lien on any Property of the BorrowerBorrower or HAI.

Authority and Validity of Obligations. The Borrower has full right and authority to enter into this Agreement and the other Loan Documents to which it is a partyDocuments, to make the borrowings herein provided for, to issue its Notes Note in evidence thereof, and to perform all of its obligations hereunder and under the other Loan Documents. Without limiting the generality of the foregoing, the Borrower has full right, power and authority to make the borrowings herein provided for and to issue its Notes in evidence thereof and to apply for the issuance of Letters of Credit. The Loan Documents delivered by the Borrower have been duly authorized, executed executed, and delivered by the Borrower and constitute valid and binding obligations of the Borrower enforceable in accordance with their terms except as enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance conveyance, or similar laws affecting creditors' ’ rights generally and general principles of equity (regardless of whether the application of such principles is considered in a proceeding in equity or at law); and this Agreement and the other Loan Documents do not, nor does the performance or observance by the Borrower of any of the matters and things herein or therein provided for, (a) contravene or constitute a default under any provision of law or any judgment, injunction, order or decree binding upon the Borrower or any provision of the Articles articles of association or the Operating Agreement by-laws of the Borrower or any covenant, indenture or agreement of or affecting the Borrower or any of its PropertiesProperty, or (b) result in the creation or imposition of any Lien on any Property of the Borrower.